Peter Parker Quest
by solodark
Summary: The story and journey of Peter Benjamin Parker from the beginning of his unknown origins. Follow him in his daily normal life as well as his alter-ego Spider-Man. [Still Going On](click to learn more).
1. The Dawn of a Brand New Day

(If you wish to start the story just go past the line under The **Publisher's Note**).

**Disclaimer: **I do not own any of the series created by Marvel or its cast of characters. All the writing written below was only copied and pasted by me, the credit for the literature itself is entirely by Cosgrove as well as anyone who posted their piece of literature to him and he decided to add in his thread of the actual '_**Peter Parker Quest'**_. Also give out your thoughts on each chapter or ask questions in the review sections and I'll check them frequently.

**Publisher's Note (6/4/2014) Update**  
I'm aware that some people might be put off by the way the narrative is written, but that can be ignored. Again this is all done for fun and enjoyment of the players in the actual **'Peter Parker Quest'** thread which is still going on now, and if anyone wants they can join or read along. But first in order to understand why the story is written the way it is you must know what a Quest is.

A quest is where you are putting players in charge of a character where a story is revealed to them and gives them more ability to affect the outcome. A Game Master is the person in charge of and overlooks the Quest and controls the plot of the story. As mentioned in the disclaimer this is Cosgrove's quest which you can search the threads for his Quest. if you want to check the archives for this quest look no more but here  
-Search Google for 'Peter Parker Quest: Issue #4 - sup/tg/ - Archive'.

Anyways back to the topic, Cosgrove offers choices for players to choose from or allows them to write in their own choices to move the story forward, and depending on the majority vote 1 or more choice are picked by the game master in which he integrates it into the story. be reassured that Cosgrove only picks the choice from the majority vote that makes sense. Some of these choices will usually depend on dice rolls. Depending on digital dice rolls adding up with the characters stats and current skills will determine if the choices fail or succeed.

These quest tend to break away from main canon as much as possible so some things will remain canon and some won't , however just be reassured that for this reason we have majority vote and dice rolls which makes the story interesting and unpredictable, sometimes we hate it but sometimes we love it.  
Again Cosgrove uses many of the sources of the marvel universe, he is not just following 1 series of the Spider-Man Saga, he is using different mixes and ideas from movies, shows and the following comics however not all the players in the thread know which will be picked, again, in order to keep it more interesting and unpredicable.

Also, if I didn't mention it, there are some OC's in this quest. Some of them will be major some minor. Again I can't help it. This is Cosgrove's work and the majority of players are ok with this. So if your not into OC's, sorry but they are going be appearing, all I can tell you is they will not be the main focus but they will appear so I recommend either leaving this story now (and save your sanity while you still have it) or come in with an open mind and enjoy the ride. But understand While some may appear they won't replace already existing characters in the Marvel Universe.

*Now if anyone has questions I will answer and reply in the bottom of each chapter so everyone as well as those with the same question can see it.

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_**Peter Parker Quest**_

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******_[GROWING PAINS] ARC_**

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**Chapter 1:**

**The dawn of a brand new day**

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Life is a daily tedium, isn't it? Every weekday, you go to Midtown High. And every school day, you do your best, exceeding everybody's expectations with your outrageously good scores. Every day, there's talk about how you have such a bright future ahead of you.

And every day, you have to deal with Flash. His name isn't really Flash, it's Eugene. Eugene Thompson. But, if you ever called him that, he'd beat you up.

Well, worse than he normally does.

Like right now.

Wincing and clutching at your stomach you try to get up, adjusting your glasses as you stare up from your crouched position at the star of the Midtown High Football team. You grimace and look away, knowing he's smirking down at you.

"…I get it Flash. I'll have the answers for you by tomorrow."

He pats you on the shoulder, hard. "That's what I wanted to hear, Parker. Better hurry up, not often you have the chance to visit whatever nerdy thing we're going to."

Oh, by the way, you're his favorite victim, Peter Parker.

You give a nod and grab your bag, walking towards the front entrance of your High school. It's a public display of different genetically modified animals by Oscorp. Honestly, the only reason why you're all probably going is because of Harry, the son of Oscorp's CEO, Norman Osborn.

But you can't help but feel anticipation. How often do you have the chance to see something as cool as this?!

You follow Flash out the door and onto the bus. Quickly scanning for a spot to sit, you see three.

You sit down next to only real available seat. Sitting Next to Flash is nothing more than an extended reason for him to bully you. Sitting next to the girl also isn't a good idea. You're not too good with girls. And considering its Gwen Stacy, the girl who is only second to you in academics… Probably not a good idea.

That only leaves this seat. You sit next to Harry Osborn, who gives you a nod of acknowledgment and a wide grin. "Hey, Peter! How's it going?"

You give him a weak smile, and shrug. He looks over the seat at Flash and gives you a look of understanding. He shakes his head. "You know, Peter, if you'd let me I could…"

You shake your head, firmly, cutting him off. No, you won't just let Harry use his father's influence here. "I appreciate it, but this is my problem. You're my friend Harry, and I'm not going to make you go to your father for help because I can't deal with a bully."

Harry stares at your determined look and gives in with a sigh. "You know, Peter, you're too determined for your own good."

The two of you wordlessly accept that this conversation is off limits and begin to make small talk, like always.

Harry Osborn, your only real friend at Midtown high and vice-versa. He's smart, only behind you and Gwen in grades, but he's got a big chip on his shoulder. His father Norman Osborn, who seems to be always disappointed in him.

The bus seems to be arriving at the building. As you're escorted in, the teacher reminds you to partner up. You look to partner with Harry, but the teacher walks up and pulls him away, whispering in his ear. Above, at the tops of the stairs, you see a tall figure staring at him as he gives you a weak grin.

"Sorry, Peter, looks like my dad wants to talk."

Letting out a sigh, you hesitantly approach Gwen Stacy.

She's got long, unkempt blond hair and glasses that cover her blue eyes, wearing a zip-up hoodie and loose jeans. You tap her on the shoulder as she look at you. Honestly, she's pretty cute when you get good look at her.

"Parker."

You clear your throat, adjusting your glasses. "H-hey Gwen. Do you have a partner?"

She shrugs, looking through a pamphlet. "No."

You swallow, wiping your palms on your pants as discreetly as possible. "Did you want to partner up?"

She closes the pamphlet and looks at you, a half-smile playing on her lips. "Sure."

She hands you the pamphlet. "Which exhibit should we look at?"

Flipping through the pamphlet, there's three big exhibits on display. Each is large enough to take up your entire time, especially when they're allowing you to talk to the main scientists behind the projects.

Arachnids, Reptiles and Mammals.

Gwen looks at you, waiting for an answer. Gwen Stacy, daughter of the Chief of Police, George Stacy. Due to her father's influence, she's always seemed a bit isolated from most people. Instead of focusing on fashion and other stereotypical 'girl' things, she's instead applied herself. Rumors are that she plans to go into the Police Department like her father. Seems like a lonely life, but to each their own.

You look the brochure over, indecisive. While the arachnids seem to be having a lot of cool things, the Reptile exhibit is being run by Doctor Curt Connors, the foremost expert on Genetics who has an enthusiastic love for reptiles. And running the mammal's exhibit is Doctor Miles Warren! He's one of the biggest proponents of things like cloning, especially for the use of rehabilitating the numerous endangered species out there.

Either one would be a dream to talk to, but, looking at the pamphlet, you see that the page on the arachnid's exhibit seems to have been earmarked already. And considering that there's only one other person who held this before you…

You look up, giving Gwen and backwards smile. "I think we should look at the Arachnids. What about you, Gwen?"

She shrugs. "Alright. Let's go."

As she turns, you swear she has a smile on her face, but it doesn't matter.

As you approach the exhibit, it seems like the main exhibitor, doctor Alistair Smythe isn't there. How disappointing. All that seems to be there are assistants.

You slowly walk through the exhibits, examining them, Gwen by your side. Honestly, the amount of arachnids here are astounding. You all start at the scorpion exhibits, showing off numerous different types of scorpions there. The two of you lightly converse, but she doesn't seem too interested.

As you begin to transition from Scorpions to the various arachnids in between them and the Spiders exhibit, you start allowing Gwen to take the lead as she starts growing more and more animated.

"Did you know that, if we were able to reverse engineer spider's silk, there's countless things we could apply the materials to. Clothes, adhesives, the list goes on!"

She pauses and looks back at you, embarrassed. "…Sorry, but I think they're interesting. Spiders, that is. What about you?"

You give her a nod of agreement. Honestly, she's right. The natural world does have many things that could benefit people if we could figure out how to make them. "Yeah. Honestly, you're right. There's a lot that could be gained from them."

She gives you a smile as you approach more exhibits, these of genetically engineered spiders. As you pass through the exhibit…

You walk with the exhibits, commenting on the different abilities they've managed to enhance or add to other spiders when you notice it. There's an exhibit that's empty, its door open. An aggressive species of jumping spider modified with some other abilities of other spiders.

You wouldn't think much of it, but then you notice that the assistants seem a bit… agitated, trying to look casual. But you can tell they're searching for something. Your eyes narrow as you start looking around, but then you remember something important.

Spiders aren't just ground based arachnids!

You look up and see, dangling from a single line of webbing, an odd bluish-red spider. Right above Gwen. And it's making its way down towards her. Fast.

You're not strong and considering Gwen's father is a police chief, she's probably more in shape than you. Grabbing her would probably result in you being hurt. Badly.

So, instead, you do the only thing you can. Intercept it.

Reaching your hand up, you reach to where the spider will be as it lands on your hand. For the first few seconds, you think you might be fine as it makes no movement.

But then it bites into your palm. As it does so, a searing pain travels up your arm and engulfs your entire being.

"Peter?"

You grit your teeth, keeping yourself in control as you don't pulp the spider in your hand. However, it takes all of your willpower to do so as you slowly lower your hand, away from Gwen. She gives you a concerned and confused look as you bring your hand away.

"What's in your hand?"

She moves to grab your hand, looking concerned and curious. Your body aches, your jaw clenched to hard it hurts and it's hard to form words as you cling to control over yourself.

You try to unclench your teeth, anything as she grabs your wrist.

"Spdr…. Gwn…. No….. Hlp….. Spdr….!"

You force something out, but she stares at you, trying to make out the words. As her eyes blink open in comprehension, you notice the spider crawling towards her before it jumps and bites, right into the back of her hand.

Her eyes clench shut in pain, tears at their edge, as she swings her hand away, batting it off, onto the ground. When it lands, it begins to scurry away, no doubt to bite someone else. With all the will you can muster, you slam your foot down on it, grinding it beneath your foot into the ground.

Damn it, and to think you tried to save the little bastard.

Gwen stumbles, leaning over onto you. You stagger to your feet, relying on your will to wrap her arm around your shoulder.

You move to go towards the assistants. Your head swims, but you force your mind to work. It's no different than when you did didn't sleep for three days. Work through it.

If you had just been bit, that would be one thing, but Gwen was bit. She's important. As you go to approach one of the assistants, you see he's grabbed by another man, your mind blearily identifies him as Doctor Smythe. They're whispering, but you can hear them clearly from here as you feel the hackles raise on the back of your neck.

"….find it!"

The assistant looks worried. "What if someone got bit?"

Smythe gives him a look that you've only seen on television. His face is cold and his voice serious. "We cannot afford to have that happen. Not now. If someone was bitten… don't let anyone know. Take them to the back and tell me."

The assistant's voice is terrified. "…what'll happen to them?"

Smythe's voice is clipped. "An accident."

You pale, looking down at Gwen as you quickly and discreetly move over to the teacher, by the door in. She looks at you, then at Gwen. "Mister Parker, what's the matter with Miss Stacy?"

You give the most sympathetic smile you can.

"She said she wasn't feeling well. Can we go rest on the bus?"

She almost gives you a suspicious look, but you're Peter Parker, the golden boy of Middletown High. She sighs and waves you on.

"If it were anyone other than you two, Mister Parker, I'd laugh at you. But you're a good boy. Please make sure miss Stacy gets some rest."

You nod and carry to the bus, setting her down into a seat as you collapse next to her. You're out like a light.

When you awaken, you're being shaken by a blurry Harry, who looks concerned.

"Hey, Peter, what's up? You two not feeling well?"

You look around. You're on the bus as Middletown. Gwen is next to you, asleep, her head leaning on your shoulder.

You grimace, stiff and sore, your vision a bit blurry. You give him a grin. "Yeah, we didn't feel so hot, but we're probably fine now."

You look at Gwen, still sleeping on your shoulder and sigh. "Probably."

You give Harry a grin. "Don't worry, man, I'm going to drop her off at her house to be sure, alright?"

He looks at you, but you project an aura of confidence and he nods, looking concerned. "Alright, Pete. Try to rest, though, you still look a little under the weather."

He waves and walks off as you gentle shake Gwen awake. Her bloodshot eyes open and lock onto you as she grabs your wrist with a surprising amount of strength. Right, Police Chief's daughter.

As she becomes more aware, she adjusts her glasses, looking at you over there brim, and relaxes. "Peter?"

You give a nod. "Yeah. How you feeling?"

She grimaces, sitting up and stretching. She pops her neck and looks over at you. "Like I've been hit by a truck.

"Peter… what happened after that spider bit me.. us?"

You give her a serious look, eyeing the other people on the bus rather obviously. She quickly catches on.

"That can wait for now. I'll tell you as I walk you home, alright?"

She gives you a look, but seeing as you are all business, gives you a nod, grabbing her bag. "Alright, let's go."

She waits for you to get up and lead the way off of the bus as she slowly follows behind. When you get off the bus, she takes the lead, walking ahead as you follow beside her. When you're away from the others students, she shoots you a look.

"Well, when we were bitten, I went to go find someone and tell them, but I saw an assistant being grabbed by Doctor Smythe. He looks angry, murderous even. He said nobody could have been found to have been bitten by it. If someone was… they were to be taken to the back where…"

She gives you a concerned look. "Where?"

"…where they would suffer an accident."

She gives a sharp inhale of breath as her eyes take on a seriousness you've never seen before. "Are you sure?"

It was hard to think back then, but, yes, you're sure. You give her a single, stern nod of your head as she lets out a sigh. "…doubtful he would have said it if he was being recorded. He's a famous scientist, so no way to prove it. Your word against his."

Her steely blue eyes stare at you, the tired, worn look she has giving more weight to it. "Peter, we have to be careful. There's no way to prove what you said, but I don't doubt you heard it. Honestly… it's a miracle we survive. Maybe if I go to my father…"

You firmly shake your head. "No. That's only going to get him involved. If Smythe was so certain he could make people disappear in an accident, then your father isn't much safer."

She looks conflicted before nodding. "..Yeah, you're probably right. We're safer right now if nobody knows."

She walks in silence for a while before stopping in front of a house. "This is me, Peter."

She waves goodbye with a smile and you move to do the same as she walks up to her house. When the door shuts behind her, you start making your way home, by retracing your steps back to Middletown High. Eventually, you make your way home, to the place you live with your Aunt May and Uncle Ben.

You open the door and make your way up to your room, exhausted. You might've talked to your Aunt May for a moment, but you can't recall as you collapse on your bed and sleep.

Peter Parker's First Day of the Rest of His Life.

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_**End**_

_**To Be Continued**_

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_**Please Review**_

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**_Publisher's_ Note:** _**(6/4/2014)**_

Now a reviewer, Agent-G, I must thank him because he gave me some good criticism and feedback of this story and some complaints which I'm sure most of you share with him. So please allow me to go over them.

_**Gwen Being**_** Bitten****: **Obviously to answer why Gwen got bitten is a funny story, it wasn't on purpose, I can promise you that. What happened was that the majority of players in the actual Quest failed at getting above a 14 dice roll (we got 13 instead) in stopping Gwen from getting bitten. As a result from failing the dice roll the pain of the spider-bite Peter got prevented him from stopping Gwen from getting bitten. Again I tell you, with the addition of dice rolls, in these quest they tend to change things from canon for the best or for the worst.

**The Title:** Now the title is called **'Peter Parker Quest'** for few good reasons. The obvious one is that the story revolves around Peter Parker himself, not Spider-Man. In fact, interestingly enough Cosgrove presented the option to players for Peter to be able to get bitten by the other creatures mentioned in the exhibit in this chapter. So it was possible for Peter to get different abilities diverging from the power of the spider in the categories of **Arachnids, Reptiles and Mammals**. For instance if the majority of players had went to the **Reptile **route we could have possibly have gotten the lizard base abilities powers or another reptile types abilities such as the rhino, or if we had diverged to the **mammal **route we could have possibly been stung or attacked by a gorilla, squirrel, bat or an ocelot and gained it's base abilities, such as increased speed, strength, reflexes and senses. So if this would have happened obviously we wouldn't be called **Spider-Man, **we would have been called **Revolver Ocelot (**if we had gotten a revolver) or something similar along those lines. While the idea is intriguing and others might do different quest involving this, luckily(or unluckily) enough this did not happen for this quest, since the quest is about **Peter Parker **the majority of players even readers obviously will want to read or play as **Spider-Man,** it's better to _stick_ to what you know best. Things from canon are best to never be touched or changed and this is one them. Maybe next time the options mentioned above will be considered on a second walkthrough when this Quest ends, but for now we will all enjoy being** Spider-Man.**

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_**Please Review**_


	2. Peter Discovers His True Power

******_[GROWING PAINS] ARC_**

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**Chapter 2:**

**Peter Discovers His True Power: Being Really, Really Annoying**

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**BEEP BEEP BEEP BEEP BEEP BEEP BEEP BE-**

You slam your hand down on the alarm, blearily awakening. Cracking your eyes open, you wait for them to adjust to their normal level of blurriness without your glasses, but that doesn't happen. In fact, you seem to be able to see perfectly.

You sit up, trying to recall yesterday through the fog of sleepiness. There was the exhibit, arachnids, Gwen…

A spider.

Your mind shifts to alertness as everything comes rushing back. You stopped the spider, but it bit you, then Gwen. You both felt incredibly ill, but then… Doctor Smythe and his assistant, their words come back.

-"_What if someone got bit?_"

-"_We cannot afford to have that happen. Not now. If someone was bitten… don't let anyone know. Take them to the back and tell me."_

_-"…what'll happen to them?"_

_-"An accident."_

Something suspicious and nasty is happening at Oscorp, with Doctor Smythe right at the head of it. And both you and Gwen are in danger. If anyone found out you were bit by that spider, both of you could be in immense danger.

You look over at your alarm for the time, only for your eyes to widen at the sight of it. It's cracked with what look like a handprint on it. You slowly lower your hand over it. A perfect fit.

You swallow nervously. What did that spider bite do to you?

"Peter, breakfast!"

"In a minute, Aunt May!"

You call in response down at her before sighing. You need a few minutes to think things over, decide on what you do. Pausing, you look at your glasses and slip them on. Your vision blurs as you put them on, but you can blurrily make out things, barely.

Taking them off, you blink rapidly as your eyes adjust. If you leave them here it would raise to many questions especially from your uncle and aunt. Ugh, those are going to be a hassle, but you could possibly endure, if you need to.

Getting up, you walk over to the mirror you have in your room and a let out a low whistle. You've never been what could be called fit, but the body you're staring at is muscular and toned. Not bulky like a bodybuilder but more like a gymnast.

You quickly drop down and do a few push-ups. One of your toughest challenges is now as easy as pie to do!

You quickly get back up and look at yourself again in the mirror, looking closely. No extra eyes, no weird mutations, nothing out of the ordinary, barring your better physique.

You sit down at your desk and start compiling a list, quickly as to not get Aunt May worried, of things of note.

You pull out a piece of loose leaf and begin to make plans.

-Gwen. You have to talk with her, see what's happened with her. Getting her number might not be a bad idea.

-Smythe. What is this guy up to? Other than the obvious of no good.

-Oscorp. How involved and knowing are they of what Smythe is up to?

-The Spider: What was it made for? Was it supposed to be able to do this?

Was there anything else? You glance at your backpack and freeze. Oh god, you were supposed to give Flash the answers to the remedial courses he's taking today.

"Peter? Are you alright?"

Aunt May is calling again, from the base of the stairs.

You hear your Aunt May calling from downstairs, your stomach grumbling as your nose finally acknowledges the smell of Aunt May's breakfast. You stare over at your alarm before glancing at your door.

You quickly get ready and make sure to slip on a long-sleeved shirt before you put on your glasses and head over to the door. Carefully opening it, you make your way quickly but carefully down the stairs. At the bottom is Aunt May, who looks concerned at you.

"Peter, are you alright?"

Letting your glasses slip down you give her a sheepish grin. "Uh, yeah, Aunt May. Sorry, but I was just double-checking some notes for school. Y'know, considering I didn't feel great yesterday."

She lifts a hand to your forehead for a moment before pulling it away. "Well, no fever, so I suppose you're clear to go to school, though I suppose I'd have to tie you down to keep you away even if you weren't. Hurry up and eat breakfast or else you'll be late!"

You walk into the dining room before pausing and looking back at her. "Where's Uncle Ben?"

She gives you a weak smile. "He's got an early shift for a while, Peter. He'll be a bit busy for a little while."

Sitting down, you carefully grab your fork and begin digging in, savoring the taste. Aunt May's scrambled eggs and bacon, can there ever be an equal? No, no there can't. Nearby, the news in talking about something.

#"Today is the day of Professor Reed Richard's privately funded space mission. He and three other individuals will be going into space to study cosmic rays in the vacuum of space. You might recall his name from the diplomatic incident with the Heir apparent of the small country of-"#

You tune the news out as you glance over the top of your glasses at aunt May, who seems to be frowning over something. "What's up? Something the matter?"

She shakes her head before putting the paper away in a drawer. You get a glimpse of other similar papers as she does so. She turns around before looking at the clock. "You'd better finish up and hurry getting ready, Peter."

You notice that she's trying to distract you, but she's right. You'll never make it in time if you don't get ready now. Finishing the rest of your food, you run upstairs and hurriedly start getting ready. A quick shower, brush your teeth, grab your backpack, hide the paper you wrote on, give Aunt May a quick kiss on the cheek goodbye and hurry towards the bus stop.

You arrive at the bus stop, checking your watch. You still have a few minutes before the bus should show. Nearby is a newspaper stand.

You walk over to the stand and buy the newest issue they have. It's from the Daily Bugle. Looking at the time, you fold up the paper and go back up to the bus stop. Sitting down on the bench there, you quickly pull out the notes and consider writing them but decide against it. Why should you have to do his work for him?

Closing your bag, you start looking through the newspaper. The top story seems to be about some sort of showy thief about to pull another heist. You'd heard about it before. There's a thief whose reputation has been growing in popularity lately.

He leaves a calling card announcing what he'll steal from the victim and when, giving the potential victim plenty of opportunity to guard against it, before somehow sneaking in and stealing it despite it. The Thief always leaves a calling card, too. A card with a cat printed on it in black, giving the Thief the nickname 'The Black Cat.'

Seems like the newest planned victim is J. Jonah Jameson, owner of the news company The Daily Bugle, who is offering a reward to anyone who can catch the criminal before he strikes.

The next few pages seem to be about low level gangs on the rise and what to do to avoid them. There's a few pages after that, but nothing really too interesting.

You close the paper and get on the bus, sitting next to Harry.

"Hey, Pete. Feeling better?"

You give him a grin. "Like a thousand bucks."

He leans in, giving you a knowing grin. "So how was your day with Gwen Stacy?"

Behind your glasses, your eyes widen in shock. In a quiet voice you nervously stutter out something. "W-what are you implying, Harry?!"

His grin widens as he wraps his arm around your shoulder and leans in. "C'mon, Pete, you can tell me. We're friends, right?"

He grins widely as he continues, his voice low and full of humor and suggestion. "Honestly, its nothing to feel ashamed of. You and Miss Stacy are like the two smartest in school. You two would be cute together and I can totally embarrass you all the time. You can't say you're against the idea, can you?"

Flustered, you try to think of something to say. "W-well, I do wish I'd been able to get her number."

You freeze as Harry's grin widens at the unintended implications of your sentence as his arm around your shoulder turns into a one-armed hug. He uses his other hand to wipe away an imaginary tear, faking a sob.

"T-they grow up so fast! My best friend is interested in girls instead of pursuing his destiny of Wizardry! There's hope I can corrupt you, yet, Pete!"

You gently shrug off his arm, face red with embarrassment, as you get up, the bus having arrived as Midtown High. Harry's ribbing continue until he splits off to go to his locker. When you go to your and open it, getting ready for the day, you feel the hair on the back of your neck rise as you feel /something/ start to go off as a shadow looms over you.

Flash is there, giving you a smug grin. "So, puny Parker, where's my answers you owe me?"

"I don't have them, Flash."

The grin slides of off his face. "What did you say, Parker?"

"I don't have them."

He looks at you, upset and confused. "What, did you forget them or something? Well, if that's the case, go get them."

You close you locker and shake your head. "No. I'm not going to help you anymore Flash. I'm not giving you any more answers."

He freezes as he grows angry, cracking his knuckles. You feel the buzzing at the back of your head increase. "Wrong answer, Parker. What'll it take for you to give me the right one?"

He moves to grab you but you dodge backwards out of his grasp. "I'm taking a stand, Flash. I won't take your bullying anymore."

Flash's hands clench into fists, and angry look on his face with a vicious grin attached. The buzzing is still present. "Looks like I'm going to have to teach you a lesson, Parker. Don't worry, I know better than to hit your face, that only raises questions from the teachers."

You quickly calculate an idea. You don't' dare raise a hand against him, why not make him do it himself? Smirking, you step back closer to your locker as he advance.

"I'm surprised, Eugene, I wasn't aware you were smart enough to teach!"

He growls at you and swings, the buzzing at the back of your head intensifying. Stepping to the left, quickly, you hear him give a grunt of pain as you hear the clang as his fist slams into the metal of the locker.

"I thought you were our school's football star, kinda sad you can't even hit puny old me."

He growls as you retreat some more, putting your back to another wall. As he moves in to attack again, the buzzing once again alerts you. Getting the handle of your 'first alert' system you've seemed to gained, you use it to lead him around, dodging his blows as he slams his fists with increasing rage into school property, but not you.

"Stand still and take it like a man, Parker!"

As you dodge another blow, you give him a cheeky grin. "Sorry, my Uncle warned me from taking anything from big, dumb brutes."

Frenzied, he charges at you only for you to dodge again, only to see Gwen standing in his path. Trying to warn her, you see her glance up and freeze but before he slams into her, you see her tense up and react. She steps to the side and trips him, before taking his arm and twisting it behind his back, staring coldly down at him.

"Try anything like that against me, or Peter, and I'll see to it that I tell my father exactly what you just tried right now. He's not a kind man to people who try to assault his daughter."

Flash scowls before rubbing at his arm and walks off, muttering. Gwen looks at you, giving you a nod of acknowledgement.

"Good morning, Peter."

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_**End**_

_**To be continued...**_

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**_Please Review_**


	3. The Shape of Things to Come

******_[GROWING PAINS] ARC_**

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**Chapter 3:**

**The Shape of Things to Come**

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Flash scowls before rubbing at his arm and walks off, muttering. Gwen looks at you, giving you a nod of acknowledgement.

"Good morning, Peter."

You swallow nervously. How much did she see? Did she see you taunting and leading on Flash? Is she going to be mad at you?

"H-hey, Gwen. How's it going?"

You nervously pull at your collar as Gwen pulls out her book and gestures for you to follow her. Nodding, you quickly make sure you have everything you need before following. Turning the deserted corner from the isolated area where your locker is at into, Gwen looks back at you.

"How are you feeling?"

You blink, looking over your glasses at her, noticing how she's watching you closely.

"I'm fine, all things considered, why?"

She pushes your glasses up with one finger, staring intently before nodding as you let them slide down and look at her again. "Because I've noticed how you've been trying to avoid using your glasses as best as possible. Before today, you were nearly blind without them. And you were more able to dodge Flash than you've ever been able to before."

Her voice is low, using the nearby noise to muffle your conversations.

"We need to discuss things, are you busy after school?"

You pause, searching for anything that would stop you from having this important discussion with her, but you can think of nothing. You shrug.

"Sure, I'm free. What's the plan?"

Gwen pauses mid-step and looks contemplative as you stop and wait with her. When she continues walking, she glances over at you, looking contemplative. "Well, I'd say one of our houses, but I'm pretty sure my Dad would be there, ready to interrogate any boy I brought home, even if he has to work.

"Do you have any preferences? If you can think of anything, just let me know after class, alright?"

As flashes you a smile and you nod dumbly, following her into the classroom. After you sit down in your seat, you look at the clock. Only two minutes until class starts, so that means any time now…

"Hey there, kiddos! Are you all ready for today?!"

Mr. Lee opens the door, smiling widely at the class. He's wearing his usual beige sweater, khaki pants and sunglasses, looking as cheerful as ever, despite the fact he's getting on in his age and his hair has grayed. Honestly, he's probably the only teacher here that really enjoys his job. Opening up his briefcase, he grins at you all.

"Well, we just wrapped up our last chapter on chemistry, so I thought we'd have ourselves a Pop Quiz!"

He hands out the papers and you glance down at it.

You didn't study, but you didn't need to, either. You're a sponge for anything science related. So you pass the test with easy. You turn over the Quiz and rest your hand in your head. Mr. Lee seems to be looking at something on his computer while glancing over at the class periodically.

After another fifteen minutes, he calls for time and collects the Quizzes. As he passes you, he pats you on the shoulder and grins as you look at him. "Mr. Parker, could I have a minute of your time after class?"

You pause before nodding. "Sure, Mr. Lee."

He gives you his trademark grin. "Spectacular!"

He collects the rest of them and walks up to the front of the room, clapping his hands once for attention. "Well, my true believers of science, I'm so sure that you've done well that I'm going to give you the rest of the class as a study period! Just don't get too rowdy!"

You glance over at Gwen, who seems to be busy reading a large book, though you're not sure on what, before thinking about things. Where should you go to have your talk with Gwen?

Well, while there's many places you could go, it'd probably be best to go to your house. Aunt May and Uncle Ben would more than likely give you your privacy. You resolve to ask Gwen over to your house.

You swallow nervously, trying to focus on other things, to busy yourself and not focus on that.

When class finally comes to an end you walk over to Mr. Lee, who sits at his desk, drinking a cup of coffee from his thermos, holding up a finger to gesture for you to wait a moment. After he finishes the cup, he screws it back on to his thermos and smiles at you.

"Mister Parker, good! So, first thing's first."

He opens his briefcase and hands you a piece of paper with information on it. it's a recommendation for you from Mr. Lee. "I'm not sure how good my name is these days, but that should be helpful for you. Have you thought about any colleges? If not, you should start on it. You have this year to do it. Wait too long and it'll be too late."

You stare down at the recommendation in shock, before turning towards your teach and giving him a smile. "Thank you, Mr. Lee."

He shakes his head. "Not at all, Mister Parker. My duty is to make sure you all get the opportunities you need to get ahead in life. And you're just oozing with talent that shouldn't go to waste. Which brings me to my next point. Would you be interested in taking a position as a tutor?"

He holds up a finger again as he continues. "It'll be on your record for Midtown High and it'll look good on your transcripts. More than that though, you're a good kid, which is why I'm asking you first.

"There's a student that attends here that doesn't have the best attendance record because of medical reasons. It's nothing contagious, but his reports he turns in have begun to drop behind and his father has requested a tutor for him.

"I don't need an answer today, but would you be willing to think about it?"

You frown. Normally you'd jump at such a chance but until you know if that spider bite isn't going to kill you, it'd be better to wait. At least until after talking with Gwen.

"I'll think about it, Mr. Lee. Who is this student, anyway?"

Mr. Lee pours himself another cup of coffee. "That's fine. Take a day o two to consider it. The student is Mister Felix Hardy. He's a quiet student that doesn't come too often. You might recall him?"

You try to think about it, but you do recall someone named that. Rather quiet and never attended gym. Kinda disappeared after a while, so you thought he must've dropped out. Still you can't recall much more than that.

"A little. Never really met him."

Mr. Lee nods before glancing at the clock. "Whoa, better hurry My. Parker, don't want to be late for your next class!"

You glance at your watch and nod, hurrying out the door as Mr. Lee waves goodbye. You hurry to the class and focus on taking notes but you have two thoughts in mind. The first is of Gwen and you and your meeting. The second is of Mr. Lee's offer.

You think about them, your body on autopilot until you feel someone shake you on the shoulder. It's Harry. "Hey, Pete, you in there?"

You give him a grin. "Yeah, I was just thinking."

He pulls you by the arm. "Well think about it later, its time for lunch!"

You're dragged to the cafeteria by Harry ad after dealing with the lunch lines, you sit down staring at the school lunch as Harry grins over at you. "So, what's got you all braindead, Pete?"

"Well, first of all, Mr. Lee offered me a tutoring position. I'm not sure if I should take it."

Harry raises an eyebrow at you. "Why's that? Seems like it'd be something you're good at. Don't like the person you'd have to tutor?"

You shake your head. "No, not at all. The student's Felix Hardy, apparently he's always out with a medical condition or something. I don't really know him, do you have anything on him Harry?"

Harry closes his eyes and leans back humming slightly. "Let's see… Hardy, Hardy… Ah, Hardy!"

He leans forward, opening his eyes and pointing at you. "I remember him. I sat next to him last year, when he was present. He's rather polite and well spoken, but doesn't like to talk much. Also didn't like people touching him, but the medical condition would explain that."

He taps his fingers on the table before shaking his head. "That's all I can remember. Anything else up with you?"

You consider asking his advice for when you ask Gwen over, but knowing him he'd misinterpret things and it'd get spread around. No, best to keep that one close to the chest. Harry pauses and checks his phone as a very displeased look crosses his face.

"Bad news Pete, I'm on lockdown for now. My dad's sending someone to come get me."

You raise an eyebrow. "What's up?"

Harry looks hesitant before he writes something down and slides it over to you. His note says 'Dad sent me a message saying that that industrialist, Tony Stark, has been kidnapped during a display for the military. Its under wraps right now, don't tell anybody.'

"Not much, Pete. Just him being paranoid again."

When you read it, he takes it back, crumples it into a ball and eats it, grimacing as he swallows the paper. The rest of the lunch period is much more somber. Harry waves goodbye after lunch before heading off. The rest of the day, you mind seems to be on the fritz. When the last bell of the day rings, you approach Gwen.

"Peter, did you decide on anything?"

You nod, swallowing nervously.

"y-yeah, I thought it'd be pretty private at my house so if you want we could talk there, if not I'd understand and we could just go to the library or-"

She raises an eyebrow as you trail off, looking faintly amused. "Your place is fine, Peter. Are you sure your family is okay with it?"

You shake your head. "I don't see why it would be, but I should probably go ahead and call ahead to check. I'll be right back."

She nods as you walk off and find the phone the school has for student use. Dialing your house, you wait as it rings.

"Hello, Parker residence, May speaking."

You smile at her voice. "Hey, Aunt May, is it alright if I bring a friend over?"

You hear Aunt May chuckle. "Finally bringing other friends than Harry over, Peter? Alright, We'll see you when you get home. Goodbye, Peter."

She hangs up and you do the same as you walk back over to Gwen, who is on her cell phone, talking with someone and looking a little exasperated. "-it's fine dad. I'll be home later, alright? Love you too."

Closing her phone, Gwen smiles at you. "Everything alright Peter?"

You give her a thumbs up. "Yup. All's clear at my place."

She gives you a nod and gestures at you. "Lead the way, then."

You start making your way towards your house, Gwen walking by your side.

"So, do you remember Felix Hardy? Mr. Lee asked me if I'd like to tutor him. Poor guy's been unable to get much schoolwork done because of his health."

Gwen looks at you. "Felix Hardy? Let's see… Isn't he the person that's always sick?"

You nod. "Do you think I should, given what's going on with...y'know, us?"

Gwen rubs at her chin. "Well, I'd say, if you have the time, give it a day or two. If nothing's happened, and you want to do it, then do it. Honestly, I could see you as a teacher if you were a little more confident."

You nod, growing quiet as you're unsure of what to say until your mind flashes to the news this morning. "Oh, did you hear about Professor Richards?"

Gwen nods. "I'm more into biology, but I've head of it. He's exploring the effects of cosmic rays on different samples. Can't say his judgment is too good, what with that incident with the Latverian heir, and the fact that he's taking his friend, girlfriend, and her little brother with them instead of a more dedicated crew. But it's his time and money.

"What's more interesting, however, is Doctor Otto Octavius's works into cybernetic prosthetic limbs. We're approaching the technological singularity, Peter, and I, for one, welcome our new robot overlords."

She gives you a grin and you can't help but smile back as the two of you chat comfortably on the way home. When you arrive home, you open the door and call in. "I'm home!"

Sitting back on the recliner, legs propped up, is your Uncle Ben, whose eye cracks open and he gives you a grin. "Hey there, sport. Heard you were bringing over a friend."

Gwen peeks her head in and waves. "Hello, Mister Parker."

Uncle Ben raises an eyebrow and waves you both over. "Please, call me Ben, miss?"

"Stacy, Gwen Stacy."

Uncle Ben's eyes widen. "You're George's girl? Get outta here!"

Gwen looks interested, walking over. "You know my father?"

"Well, yeah, I've known him for a while, especially when I worked on the police force. Nowadays I'm just a mall security guard, but I knew him when he joined the force. He and I still occasionally meet up to talk about the old days. Did you know that when he first started up, your father-"

You hear someone clear their throat and you look over at an amused looking Aunt May. "Really now, Ben, you can tell embarrassing stories about George to his daughter later. Right now let's leave them alone."

She shoots you a look and Ben gives an embarrassed chuckle. "Alright Alright. You two have fun, but not /too/ much fun!"

Your face flushes as you sputter at him. "U-uncle Ben!"

He laughs as you lightly grab Gwen's wrist and pull her upstairs, her face red with embarrassment as well.

When you finally get to your room, you lock the door and turn to Gwen. "S-sorry about that, he's a real kidder!"

Gwen shakes her head, her face returning to her normal shade, mostly. "No, its fine. So, where should we begin our conversation?"

You walk over to your alarm clock, looking it over. It's a bit dented, but still seems to work. "Well, firstly, you've noticed some things about me. So, let's compare notes in a sense. You already noticed I dodged Flash easier than a roadrunner avoiding a coyote and that my glasses are useless. Besides those changes, push-ups are as easy as breathing for me, so I think I'm stronger."

You show her the clock and put your hand over the same sized indent.

"I can't help but notice that you don't seem to have any problems with your glasses. But, to be honest, I'd be surprised if you /couldn't/ already do what you did to Flash."

Gwen looks surprised. "Ah, you noticed that? Well, the truth is they're fakes." She takes them off and hands them to you. You look through them and see she's telling the truth, handing them back to her.

"See, I don't really care for people paying me attention so I generally make myself look as plain as I can. I don't so make-up or anything like that and I wear baggy clothes and glasses. I'm more concerned with having a good conversation than having people only pay attention to me because I've made myself look pretty. So now that I'm a bit more toned, nobody will notice anyway."

She puts back on the glasses as you think about something. "But, come to think of it, none of the teachers or Harry called me on my glasses. How did you figure it out?"

Gwen look away, clearing her throat. "So, was that everything that's changed with you Peter?"

You swallow, thinking about the implications. "W-wait does that mean t-that you were…"

You trail off as Gwen refuses to look t you as you take a deep breath, not wanting to pursue the topic any further. "W-well okay, anything else? Oh, I do have this weird danger sense, too. It's like a-"

"Buzzing in the back of your head when there's trouble coming?"

You nod dumbly. "Yeah, how did you know?"

She shrugs. "Well, when Flash came charging at me it was a bit of a surprise, but…"

Your mind filled with science now, you scratch at your chin. "Well, honestly, we should see what else we can do now. Set a base line of where we're at and then if nothing like The Fly happens, we can see if it was a one time thing or if the…changes are continuing."

Gwen nods, pulling out a piece of paper. "Good idea, so that was a, what type of spider bit us?"

Recalling the exhibit, you remember the Red-and-Blue spider's empty exhibit. "it was some sort of jumping spider, with other things put into it."

She nods making a note. "Well we should see what he can do. Spiders can normally can climb walls, generally through scapulae, but I haven't noticed any differences on my hands, but it would be fun to check anyway. They can also spin webs and have venomous bites, but I haven't noticed any odd changes in my body other than improved musculature, have you Peter?"

You shake your head as she continues, making more notes. "We also seemed to have improved strength and reaction times, so a baseline for strength would be good, too."

"Anything else you have to add, Peter?"

You freeze at you think about it. Other than looking at your new physique, you didn't look around for anything else, not really.

"I…really didn't think to look, actually. All I know is that I was more fit. Crud. You slide up your sleeves and start looking at your wrists, then your ankles. "What are you doing Peter?"

You glance at Gwen. "Well spiders have spinnerets on their thoraxes because they're legs would better deal with manipulating it. So, more than likely, it would be on an analogous part for us. Like the wrists. But, nothing's different. How about you?"

She pauses and double checks, shaking her head. "No, I'm good, too. So what should we begin testing, Peter?"

You think about something she said. Spiders have the ability to climb walls, so it'd be as easy as trying to climb them, right? Taking off your shoes, you press your hands against the wall and attempt to climb.

"Hey, what are you up to…"

To your surprise, it's working. It is actually working! You're climbing the wall! You stare down at Gwen, who has dropped the pen she's holding as she stares at you in shock. You continue and attach yourself to the ceiling and crawl across it before down the other side, before pressing you hand against the wall and removing it easily.

You feel a slight buzzing in the back of your head as you're grabbed by the shoulders, turned around, and shaken almost painfully by Gwen, who looks both enthused and freaked out.

"Peter, how did you just do that?!"

Focusing on how you did it, it seemed like how you managed to work was.. Intent. You intended to climb the wall, so you adhered to it. So, therefore, if that principle is true…

You reach up a finger to the bridge of Gwen's glasses with the intent to cling to it and pull away, the glasses attached. "It's elementary, my dear Watson. All it requires is the right intent."

She freezes, staring at her glasses before you push them back up and smile at her, pulling away your finger sans glasses. "Are you sure?"

You shrug as best as you can in her grip as you get a good look at her up close. Really, if she was trying not to be pretty, she's failing badly. She lets go and looks at the wall, then back at you.

"I'm going to try, alright?"

She hesitantly unties her shoes before mimicking your earlier motions. One hand after another she climbs the wall, looking amazed as she looks down at you. "Peter, this is amazing. Really, really amazing!"

She climbs down as looks shocked and thrilled. "We should do other tests, like our spider sense or our baseline."

"Spider-sense?"

She looks at you, seemingly embarrassed and a bit anxious. "Well it was a spider that bit us and now it's a new sense so… Spider Sense. Why? Does it sound too kiddy or something?"

You shake your head. "Nah, just didn't think about what to call it. But you're right, we should test things out. Maybe we should start with the baseline, just to make sure we know what we're dealing with and don't accidentally get hurt. Maybe also a blood sample so we have the 'us' of right now to compare future samples to in case of further mutation?"

She nods, putting back on her shoes. "I agree. What should we do first, then? Should we see the limits of how strong we are or how fast we can go- or what?"

"Hmm…"

You ponder things, putting on your shoes, before a mischievous thought overtakes you. "Well, I guess we should try to test the limits of our strength."

Gwen looks at you, seeming somewhat wary. "Peter are you up to something?"

You grin as you quickly move in and pick her up by the waist, easily lifting her up into the air. She flails looking surprised, as she glares down at you as you set her back down. "Well, looks like that test was no good, Gwen, you're as light as a feather!

"Besides, I always figured I was bad at picking up cute girls."

She flushes, heavily embarrassed, as you grin at her. "Y-you…."

You feel your Spider Sense kick in at Gwen gives you a dangerous grin. You swallow nervously as she starts advancing, as you retreat towards the door. "N-now Gwen, what's with that look?"

She grins at you cheerfully. "I don't know what you're talking about Peter."

Your spider sense goes into overdrive as your hand comes into contact with the door. Unlocking it and opening it, you manage to dodge out the door as Gwen grabs at you. Running down the stairs you wave at your aunt and uncle. "Hey Aunt May, Uncle Ben, we'll be back!"

You quickly make for the door as Gwen chases after you from the top of the stairs. "PETER PARKER, YOU COME BACK HERE AND DIE LIKE A MAN!"

Uncle Ben grins at you, giving you a thumbs up as you bail out the front door, Gwen hot on your heels. You start making your way towards the park, chuckling as Gwen tries to catch you.

Well, things could be worse.

* * *

_**END**_

_**To Be continued...**_

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**_Please Review_**


	4. School Daze

******_[GROWING PAINS] ARC_**

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**Chapter 4:**

**School Daze**

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Man, you don't know how you've survived this past week. Ever since you agreed to test what you can do with you new abilities with Gwen, she's been driven, like a gym teacher from hell!

Though, to be fair, it was pretty nice hanging out with Gwen.

Still, you have a rough idea of where you're at physically. You're able to do much more than you could before physically. You could run at a good speed like a marathon runner and your reflexes are like that of a gymnast.

There wasn't any good way to test how much you could lift in secret, but based on your tests so far you're sure you could lift a ton or two if you needed. And that's.. rather scary, so naturally, you've begun on making sure you've got that strength under control.

Overall, though, there hasn't been any strange mutations or deformities popping up, so looks like you're probably still in the clear. Still, you're getting blood samples taken by Gwen for the both of you every week or so to be sure.

So that's what you've started the past few days on. Well, that and school work. Naturally, that brings you back to the subject of Mr. Lee's offer. As in, should you take it or not? End of the day today is the deadline according to Mr. Lee, so you have some time to think about it still.

Also, Harry's still absent, but you did get word from him that he'll be back soon. Which, as always, is a relief. He's always in a funk when he's forced to do stuff like this by his dad, but hopefully it won't be too bad.

Still, it's about time you should be getting to school.

Hmm, you've been working on jogging to explain your physical fitness, so it'd be probably better to do that. You have enough time to have a leisurely jog, but maybe you could jog with Gwen?

You look over at the house phone and pick it up, looking at it. You notice that the phone's currently in use and let out a sigh. Aunt May's on the phone again, maybe she's almost done?

You slip on your glasses, modified to have fake lenses as to not arouse your aunt and uncle's suspicions, and slip down stairs to quietly see if she'll be done soon. You quietly near the kitchen and hear your aunt's voice, sounding upset.

"What do you mean that we're overdue? We paid that last week! I want to speak to your supervisor-"

You slip away, not catching any attention and let out a sigh. They've been trying to hide it from you, but now that you've been more perceptive about things you've been noticing it. They've been having problems with bills. Recently or for a while, you're not sure.

Looking back towards the kitchen, you give it one last look before heading out the door.

You break out into a run, trying to get to Gwen's before she heads out. You remember the shortest way to her house that you can think of and make your way there. As you run up the street, you see the school bus drive by and you see Gwen on it, reading. She doesn't seem to notice you, though.

You let out some deep breaths, resting your hands on your knees. Standing back up you start to make your way towards Midtown High. You let your mind wander as you jog, mulling over the different ideas in your head.

Should you take the tutoring position? What can you do to help your aunt and uncle out? Then there's still that problem of Smythe that looms over you distantly.

You arrive at school as you see Harry sitting out front, waiting for you. He gives you a wave as you jog up. "Pete, what's up? Did you miss the bus?"

You shake your head as you take a deep breath of air. "I've been working out more. Figured having some meat on my bones would help. Make sure I don't lose my natural skinniness, y'know?"

Harry nods his head as the two of you walk in, separating as you go to your lockers. Like it has been for the past few days, ever since Gwen threatened him, Flash has been leaving you alone. You grab your books for your next few classes and head to your first one, Chemistry with Mr. Lee.

You sit down and pull out your papers for the day, but you're rather distracted. Your jog only helped clutter your mind, not clear it.

You shake your head and take a deep breath, focusing on the classes ahead. You organize your notes and ready yourself for class as Mr. Lee walks in, looking cheerful as ever, starting class. You breeze through it and give him a nod as he reminds you to see him at the end of the day.

You sit through your other classes and easily pass them, even an easy pop quiz for history. At lunch, Harry's too busy playing Catch Up on his work he's missed to talk, so you sit and think about things. You give a wave to Gwen when you see in the halls, but today's pretty uneventful, thankfully.

When the last bell of the day has rung, you make your way towards Mr. Lee's classroom to speak with him. When you enter, he waves you over, drinking a cup of coffee from his thermos.

"So, Mister Parker, today's the last day I can give you. What's your answer? Are you going to be able to tutor Mr. Hardy or not?"

You think about it. Honestly, it would be a benefit to you academically, but any day you'd be tutoring would be a day you'd be busy, for the most part. Still, Mr. Lee's been more than fair to give you enough time to consider things, so you need to give him an answer.

You try to think of any reason you shouldn't, but you can't honestly, it's overall a net gain for you. You give him a nod. "Yeah, sorry about taking so long, Mister Lee, but I'll do it."

He gives you a grin. "Excelsior! That's great to hear! Now, I do need you to sign some papers here, here and here."

You look them over before signing them, its basically notes acknowledging that you will have to report in on how often you're tutoring for credit purposes. Nothing important. As you finish signing, you hand them back to Mr. Lee.

"Hey, Mister Lee, you wouldn't know of any places that'd hire me part time ,would you?"

He glances at you before looking upwards and shaking his head, giving a bitter smile. "If you were graduated and in college? Yeah, I could put a few words in at labs and get you in as an assistant or something. But considering that you're still a high school student and under eighteen, there's not much I can do for you. Sorry, Mister Parker."

You shake your head. "Thanks anyway, Mister Lee. What are the details of the tutoring assignment. Like, where should I meet Mister Hardy?"

Mr. Lee pulls out a paper and hands it to you. On it are a number, an address, and an overall schedule. There's a date on there for today and as you ask Mr. Lee about it, he shakes his head. "That's only if you want to go and meet Mister Hardy early, they don't expect you to tutor today. If you do, just give the number there a call and you'll be able to arrange it, alright?"

You give a nod as Mr. Lee packs up, grabbing his coat, briefcase, and thermos.

"Well then, Mister Parker, have yourself a wonderful day!"

You both leave the classroom as he locks it behind him and he heads off, whistling. You look down at the paper.

You make your way over to the school's phone and give the number a call. After a few rings you hear someone pick up.

"Hello?"

It the voice of an older man, with a bit of a British accent. "Yes, this is Peter Parker. I accepted the tutoring position for Felix, so I was wondering if today was a bad day for me to come over so I could meet him, discuss the schedule and see roughly where I should begin."

The man gives a note of assent. "Well, that should not be a problem. I'll be leaving soon, but Felix will be there. I'll make sure to let him know that you will be stopping by to talk with him. Do try to be here by five in the evening, will you? Was there anything else?"

"No, Mister Hardy."

"Very well. Thank you, Mister Parker. Goodbye."

He hangs up abruptly and you follow suit. Letting out a sigh you look at your watch. It's not even three yet. You could do something in the meantime or you could head home first.

You pick up the phone and call Gwen's cell phone. It goes to voice mail immediately, her phone must be off. You leave her a message telling her that you took the tutoring position for Felix Hardy and will have to schedule things around it in the future.

Hanging up, you decide to head on home to check in with Aunt May and go job hunting. Stopping by your locker, you grab everything you need before heading home. After a bit of a jog, you make it to your house and walk in. Calling out for your Aunt, there's no reply, so you check the bulletin board and see a note.

-"Peter, went over to Anna's for a while. Will not be back for dinner, your Uncle will be joining us for dinner there. Feel free to fix yourself something for dinner. If you have plans, please write me a note telling us where you'll be.

-"-Aunt May"

You quickly pick up a pen and paper and write a quick note to your aunt and uncle before going over to the basement door and opening it, turning on the lights. Walking down the stairs, you give it a look over. This house used to belong to your parents before… the accident. So, your Aunt and Uncle moved in and raised you. The basement still is about the same as always. It was your father's home lab, so he made sure it was as sealed and safe as a normal one.

Looking around, you see the boxes where his old equipment is kept. Naturally any chemicals were safely disposed of, but everything else was packed up by your uncle.

Eventually, you start heading over to the computer there and turning it on. As it boots up, you log in to the computer and open up the internet browser.

You have about an hour before you should head out. It's about three twenty, but it'd be better to head out with some time to spare.

You begin by writing yourself a resume. There's not much to put on it, to be honest, but it's still, it'd help. You finish it up before going website to website, filling out online applications for stores nearby you.

You start with fast food, considering that with your hours and some nights taken up by tutoring, it might be the best option. You're a bit limited by lacking a driver's license for several positions, especially delivery drivers. You get about five that look good as well as an application for a nearby bookstore cashier.

Filling them out, you think about maybe considering tutoring as a career if this one you've got works out. However, you're not too sure how to go about doing that yet. Still, it's worth considering.

As you finish up, you shut down the computer and give the room one last look over.

You shake your head and head up the stairs, turning off the lights behind you. Maybe one day you'll be able to use the stuff your father left behind.

Grabbing your old notes from your room, you head back downstairs and head out the door, making sure everything's locked up before you do so.

As you leave your house, you stretch before setting out. The Hardy's are in a different area and it'd take forever by bus, but on foot you might be able to make it with some time to spare. Well, that's the plan anyway.

You start jogging to the Hardy's residence, relying on the directions you printed out to get you there.

You jog up to the Hardy's property before stopping and more calmly walking to the door. The place is two stories and seems really secure, if the concrete wall around most of the property is anything to go by. It also seems to be built with someone handicapped in mind, if the ramp to the door is anything to go by.

You head up to the door and knock. After a few minutes, a voice buzzes on the speaker next to the door. The voice is faint and raspy. "…Who is it?"

You press the button to response and speak clearly into it. "This is Peter Parker. I'm here to introduce myself and set up the schedule for tutoring for Felix?"

There's no noise from the other side, but after a few moments the door opens automatically, revealing a young man with pale skin, short white hair, and red eyes leaning on a crutch. He gestured for you to follow with a pale, sleeved arm. "…C'mon, it won't stay open long."

His voice is raspy, like it isn't used often, and he speaks very softly and slowly. You step inside as the door begins to shut behind you, closing with an automated lock. He walks over to a nearby chair with a small table next to it and gestures for you to sit-down in the other chair next to the table.

"So, you're my tutor?"

His red eyes stare at you, as he nervously clutches at his cane.

"Y-yeah, I'm Peter. Peter Parker. W-we, uh, we had a couple of classes together, if y-you remember. It's nice to make your acquaintance."

You extend your hand to shake it, but he shies away from it, looking away. "I-I don't like being touched."

You pull your hand back and give an awkward smile. "So, I heard that you needed some help and that's why I'm here! Is there any thing in particular you wanna focus on in the first session?"

He shrugs, getting up and walking out. A few moments later he limps in, a book and notebook under his arm, setting them down on the table between you two. He slides over his rather large notebook. "That's where I'm up to."

You flip open the notebook and give it a look through. There's notes here and you can see, slowly, where he's begun to get things wrong and those problems begin to build up as the lessons continuing to pile up until he just quits. There's a lot of work needed to be done here. You look at the schedule and try to do some mental mathematics. While you might be able to fix things up, there's no way he could get up to par on everything by the time the year would end, not with the schedule you have.

You go through it again to be sure, but there's no mistaking it. There's just too much to have to teach him as things are.

You close his notebook and look over at him, as he watches you, chewing on his lip gently.

You look over at him. This guy's probably been given the kid gloves all his life, so the least you can do it be honest and direct about it.

"Unfortunately, with our current schedule we won't be able to get you caught up in time."

Before he can say anything, you raise up a hand to indicate you aren't done yet.

"Now we can either increase the amount of meetings or duration of our tutoring sessions, or just focus on a couple subjects. But, as things are, there's too much to catch you up on with the current schedule."

He stares at you as you look back at him. You don't give him a sympathetic smile, but you also don't give him a hopeless look. You flip open the notebook gesturing with a pencil.

"You see, the problem is that you didn't have the chance to get help earlier on and the problems have built up over time. You're smart, Felix, don't get me wrong, and I'll do everything I can, but there's no way I could lie to you."

He stares before shaking his head, a smile playing at his lips. "That's the first time in a while that someone's been that honest with me. It's… refreshing. Can I call you Peter?"

You give him a nod as he looks over at the notebook. "Honestly, I had about given up hope. There's been a few tutors hired for my by my father, but they'd only coddle me, so I got sick of them."

He picks up the schedule and looks it over, his slow, raspy voice sounding a bit warmer. "There's no way I can say for sure I'd be good every day, I have my ups and downs, after all, but whenever you're free to tutor me I'd appreciate it. And if you need to extend the durations, that's fine too. I can't pay you, but I could at least let you eat here on the nights we have to go for longer."

He runs his hand through his hair before setting down the paper. "…I'm probably not going to always be the easiest to work with, but I'd appreciate any help you could give me, Peter."

Slowly he brings up his hand as he bites his lip, extending it into a gesture to shake your hand. You carefully take his hand and shake it. His hand is soft, the skin very smooth and warm. After a second, he pulls away, clearly careful not to jerk his hand away, and clears his throat.

"So, would you like to start tonight, or would another time be preferable?"

You give him a smile, remembering that nobody is going to expect you home. "Tonight works for me, actually. I'll just leave a message at my house. Um, do you have a phone I could use?"

Felix raises an eyebrow amusedly before pointing over to another small table, where a phone is sitting on the hook. Picking it up, you quickly call your house and leave a quick message on the answering machine stating that you're going to be out for a bit because you're tutoring. Hanging up the phone, you return to your seat.

"Alright, so we have several subjects to cover here. Which should we start with?"

Seems like mathematics and sciences are his real problems, though he could always use some help having his English essays edited. So, you decide to start with the subject you're best at, chemistry. You go back to where you started to notice he was making mistakes and start from there.

"Alright, so we'll start with Chemistry."

You begin to explain to him, using the books, his notes as well as yours, his mistakes and how he got them.

It takes a little while for you to get how to connect with him and help him learn it, but you think you finally managed it. You start from the basics, basically, and start helping correct the errors he was making.

The two of you do stop through the session as he quickly makes a quick meal of canned chicken noodle soup with juice for you two, adamantly stating he'd refuse any help, before you two continue. Eventually, your watch beeps. Looking at the time, you see that its Nine at Night.

You finish up the rest of the lesson that you're on before you hand him your old notebooks for subjects such as history. "Here I have to get going tonight, but you can use these to help you catch up, if you'd like. I'll call you early in the day any day not scheduled to see if you're available if I'm available."

He takes the notebooks and gives you a grateful smile. "Thank you Peter."

You shake your head and give him a wave goodbye. As the door closes behind you with a locking sound, you head out into the streets at night, intent to make your way home as quickly as possible.

You head back towards your house, trying to follow the route back exactly by reversing the directions you followed.

At some point, you take a wrong turn and look around lost. Damn it, where are you? You frantically look around, trying to find the right place to go to.

"Something wrong, kid?"

You freeze and turn as you see a blond man in a black coat looking at you curiously. Seems like he had just left the nearby church from the direction he was walking from. Your spider sense doesn't seem to be going off though.

"Yeah. I'm trying to find my way home, but I think I'm lost."

The man looks concerned as walks closer to the light pole you're standing under, illuminating him. This person… you swear you've seen him before…

Yeah, you know this guy, definitely. It's been a few years, but back when your dad was alive you saw him when his father would visit. His name was…

"…Eddie Brock?"

He starts and looks at you before his eyes widen in recollection. "Holy crap, Peter Parker? That you?"

You nod your head as he grins. "How've you been, man? It's… been years."

You nod. The last time you two had seen one another was back when your parents' funerals happened. After that, you never really saw him much. "How have you been doing, Eddie?"

He lets out a sigh, rubbing at his hair. "I'd love to say I'm doing great. I'm a journalist at the Daily Bugle. Through hard work and effort I've managed to make my way up the ranks, but as I was doing an expose on crime, I was pulled off of it so Jonah could have me investigate more about this whole 'Black Cat' thing. Unfortunately, the guy covers his tracks and is apparently a master of disguise."

He gives you a wry grin. "So, naturally Jonah's been busting my balls. Guy's really worried and he has good reason to be. No-one's caught or stopped the Black Cat yet. For a man as proud as Jonah, the fact he's offering a reward is basically him on his knees begging for help."

He pauses, shaking his head. "Don't worry about any of that stuff though, alright? I was about to head home after mass. If you want, I could give you a lift. You do still live at the place in queens, right?"

/Edward Brock, an old friend of the family who works for the daily Bugle. He was almost like an older brother to you, but it's been years. Wonder how life's been treating him?/

You give him a smile. "Sure, Eddie. I'd appreciate it."

He nods, leading you over to a small white car with black accents. Its one of those hybrid cars you immediately notice. As you look at it, Eddie shoots you a look.

"Hey, don't say anything. It's very gas efficient."

You shrug. "What? it's a nice car."

Eddie relaxes, scratching at his ear again. "Sorry. I get crud about it from the guys at the Bugle. But Ann thinks it's cute, so y'know, its great."

"Ann?"

He grins, unlocking the car. "My girlfriend."

The both of you sit down and buckle in as he starts the car. After a few minutes, he spares you a glance. "I don't mean to pry, but what're you doing out here this late?"

You shrug. "I'm trying to get extra on my transcripts for college so I'm doing some tutoring. The student I'm helping is really behind."

Eddie lets out an 'Ah' of understanding. "So, Peter, I told you about Ann. You got anyone you like? I remember back when I was your age I was always awkward with talking to girls. A lot of people, actually. Had to get over that to become a reporter. You've got to be able to maintain your cool during the interview you see."

He pauses, shaking his head with a grin. "And there I go rambling again."

He shoots you a curious look.

You give a chuckle. "Haha, like I'd tell you. You'd use it to embarrass me, like you always did."

Eddie grins at you. "Yeah, I was a bit of a dick wasn't I? Well, you have my word whatever you tell me will not be used against you for a humorous piece in my next article. Reporter's honor."

You give him a hard look before letting out a sigh. "Y-yeah, there is. I don't know if she likes me but she's got long blonde hair, blue eyes, glasses, and she's really smart. She also thinks she's able to hide her beauty, but, honestly, she doesn't do a great job because she's beautiful."

Eddie grins as you flush. "Sounds like you've got it bad, Peter. So does this beauty have a name?"

You give a grin. "Yeah, her name's Gwen."

Eddie's eyes widen as he pulls over the car and stares at you long and hard, his pace pale. "Is her name Gwen STACY by chance?"

You nod as Eddie gives you a pained look, clapping a hand on your shoulder. "Good luck, buddy. You'll need it." He gets back onto the roads as you look at him. "Wait, what do you mean? Eddie?"

He refuses to answer, humming over your words. Soon enough the two of you arrive at your home. Eddie gives you a grin. "Well Peter, it was great seeing you."

You give him a nod before pausing. "Hey, Eddie, could you give me a way to get a hold of you? I'd like to keep in touch."

He pauses before nodding. "Sure, Peter. Got any paper?"

You pull out a notebook and a pen as he writes down some information. "There's my private email and cellphone, alright? Don't let those get out, but if you want to get a hold of me, that's the best way."

You give him a grin. "Thanks Eddie."

He grins back. "Any time, Peter."

You unbuckle and get out of the car and wave as Eddie drives off. You go towards your door and pull out your key, unlocking it. Stepping inside, you look around but the lights are off. However, your Aunt's coat is back on the hook and Uncle Ben's boots are by the door, so they're back already. Probably went to bed early.

You pause as you think about going up to your room before looking at the basement. You probably shouldn't, but your father probably had some books on chemistry down there. They might be worth a look.

You quietly climb the stairs to see if Uncle Ben is awake, only to be greeted by the sound of his loud snoring at the top. Quietly walking back downstairs, you head over to the basement door and open it, turning on the lights and going downstairs, closing the door behind you.

At the bottom, you turn on the computer and wait for it to boot up before saving Eddie's email as a contact in your email before shutting it back down and surveying the basement.

You open several boxes and find some basic books on chemistry or different subjects before closing them. You look around and when you finally go and find a box by the far wall, you notice something out of the corner of your eye. Its almost impossible to see, but with your better vision, you notice a hairline crack running along the wall, in the outline of a small door. Pulling on it with your fingers firmly attached, you get it to open. Inside, there's two things there. The first seems to be a hard drive from a computer that was removed and put into a ziplock bag.

The second was a bag with the words 'Property of Richard Parker' engraved onto it.

The dust in there makes it seem like they haven't been used for year.

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_**END**_

_**To Be Continued**_

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_**Please Review**_


	5. Working on spider Deficiencies

******_[GROWING PAINS] ARC_**

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**Chapter 5:**

**Working on Spider Deficiencies**

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Last night, you found a bagged up computer hard drive and a bag that said it was property of your father, Richard Parker, in a concealed area of your basement. Seemed like the thing hadn't been touched for years, probably left there by your father before the accident.

Stunned by the sight of it, you grabbed them along with a general chemistry book and moved up to your room, closing the compartment behind you and making sure things were left like you came in before you moved up to your room, making sure your windows blinds were shut and your door was locked.

You tried to open the bag, only to see that there was a lock on it. While you could have forced it open, it might have caused enough noise to wake your Aunt and Uncle. So you sat there and stared, wondering what your father could have put in these things to cause him to hide them away in a secret compartment…

Not to mention, meeting with Eddie Brock. The newspaper you bought the other day sits on your table with the article on the Black Cat and J Jonah Jameson's talk of a reward on top, the author's name, after giving it a look is certainly Eddie Brock, which brought you back to remembering what you had heard that morning.

And, of course, there's always that matter of Smythe hanging over your head, like Damocles' sword.

Needless to say, you didn't sleep much that night.

Your alarm blares in the morning as you blearily wake up. You glance over towards your closet, where the bag and hard drive have been hidden.

There's many things adding up, this is just one more. You're exhausted, but you could possibly go to school.

You drag yourself out of bed and get ready for the day. You look back over at your closet. Honestly, its probably better to put them back where they were, but there's no way you can do it right now. Its best to leave them there, for now. You slip the newspaper back into your backpack.

You go down the stairs and grab a quick breakfast, Aunt May giving you an amused look. "Up late reading again, Peter?"

You give her a weak grin and nod. She shakes her head. "Well, best hurry on your way. Don't want to be late."

You give her a kiss on the cheek farewell before heading out the door.

You think about trying to run and meet up with Gwen, but you're just too tired. Yawning, you walk to the bus stop and wait. The skies are overcast overhead as you sit on the bench nearby and wait.

You look over at the newspaper stand and see another article on the Black Cat. Seems like he plans to strike in a week, according to the title.

Shrugging, you get up and board the bus, approaching your usual seat and sitting. Next to you Harry quietly whistles.

"Burning the midnight oil again, Pete?"

You nod before leaning your head back against the seat and doze off. Harry, ever the constant friend, lets you get a few more minutes of sleep in.

Your classes begin and you sit through them, keeping yourself conscious through sheer force of will. The day seems to blur past you and before you know it, the day's done.

Packing up your bags, you close your locker and decide on what to do. Tonight isn't a scheduled tutoring day.

You go to the school phone, only to see it used. You wait until the people ahead of you finish up before you approach the phone and dial Gwen's number. The phone rings a few times and you think she's not answering before, finally, she picks up, her tone annoyed.

"What is it?"

"Hey, Gwen, its Peter. I'm calling from school."

When she responds, her tone is friendlier. "Oh? Sorry about that Peter. I forgot you don't have a cell phone. I've been dealing with a lot of prank calls lately, especially from this number. What's up?"

Your eyebrows furrow in concern. "Prank calls? What's this about someone prank calling you?"

Gwen's tone is dry but amused. "You sound like my father, Peter. Yeah, someone's been prank calling my phone for the past few days. I expect I know why, but it isn't any big deal."

She tries to brush it off, but you can tell it does bother her. You decide to change topics.

"So, did you want to do anything this afternoon?"

You keep your tone as light as you can but it's obvious why you'd be asking to the two of you. "I can't tonight. My father's got the night off for once so we're spending it together. How's tomorrow?"

"Uh, yeah. Sure. See you tomorrow."

"Bye, Peter. See you tomorrow."

You hear her hang up before you hang up the phone as well.

You decide to go home. You're tired and it would probably be best to work on a lesson plan for Felix so that you're more prepared. Not to mention, you can investigate whatever's in that bag.

Yawning, you walk away from the phone and head on home.

It doesn't take long to walk home as you walk up to your house. The door's locked, so you use your key to unlock it and head inside. "I'm home!"

You look around, but see another note pinned to the bulletin board. Seems like Aunt May and Uncle Ben will be at your neighbor's again. Which is good. At least you'll be to have some privacy.

You go up to your room and lock the door behind you, checking your closet, but the bag and hard drive are where you last left them.

You grab your books, the hard drive, and your bag and take them downstairs to the basement. You set them on the desk next to the computer and start it up. Logging into your email, you see a few replies, all with the same theme 'thank you for your application, but you are not what we're looking for a this time.'

Closing out your email, you bring up a word document and begin working on a lesson plan for Felix.

You take your time and begin writing up a lesson plan. Even though this is your first time doing this, it seems pretty easy. But maybe that's because you seemed to have gotten a good amount of insight into Felix's ways of learning from looking at his notes.

So, naturally, you make a great lesson plan, in your opinion, to help take care of those problems. It takes you an hour or two before you feel satisfied with your results. You save the lesson plans to the computer and a flash drive, as well as print them out. These will be useful in the future.

When you're done with that, you grab something to eat, heating up a can of soup and making yourself a sandwich. You turn on the TV as you cook and eat. Seems like Reed Richard's mission has met with some minor problems according to a message they've received. Seems like they're coming back early in the next few days.

Turning off the TV, you wash up the dishes you dirtied and head back downstairs. You take a chair and go to one of the open tables with the bag. There's a lock on it.

You search the room from top to bottom, even using your spider powers to help, even double-checking the secret compartment. There's no key that you can see. Its taken you a while to look over the place, but there's nothing there.

You sit down in the computer chair and let out a sigh. Looking over at an old picture frame with a photo of you and your parents when you were young, you pick it up. "Dad… where did you put the key? Where would you hide it?"

You look at the picture before staring at it more closely, hearing something as you slightly shake it. More specifically, you start staring at the thickness of the frame. It's to thin for that glass, so where did that sound come from? The photo didn't move, so what did?

Turning it over, you open it op and look at the thick backing of it. Using your spider powers on an odd part of the inner lining of the case, you pull it free. Inside, you see a key and a note. Opening it, you see your father's handwriting.

-"Just in case anything happens, Peter."-

You stare at it and bite your lip before taking the key and closing up the frame again. Taking the key, you unlock the lock and open the bag. Inside, there seems to be some sort of trap that was there if it was broken.

Inside seems to be different things your father worked on. Notes, blueprints, formulas. These things… why were they hidden away?

You figure out the basics of some things, mainly those related to chemistry and engineering. The higher level physics stuff you don't have too much experience with, after all. Though you do recognize what's clearly a replica of the blueprints of Tony Stark's giant Arc Reactor in California. You roll that back up. That's a keeper.

But there's some chemistry, and some bio-chemistry but that's also out of your range, too.

There's simpler stuff, but the two that catch your eye seems to be the sheer-thinning liquid adhesive and the object designed to go along with it to disperse it. According to the notes for it, it seems like your father had plans for an invention for police officers to more safely restrain criminals. Furthermore, due to its nontoxic nature, it could be temporarily used to do stuff like clot wounds.

The most important part that caught your interest? You could /understand/ the formula. It isn't even that hard to make! Looking through the things here, a lot of it is too high level for you to get yet, but this- this does have potential…

You spot a paper that's had some of it ripped off. You line up the fragment from the photo to it.

A perfect match.

-"This is everything we've worked on. None of it is patented. Like I'd want that slime ball getting his hands on anything we've worked on. This message is left to you just in case anything happens, Peter. Don't ever trust Norman Osborn. Everything Carl and I worked on, I leave to you, my son. Be safe. Be happy.

Your mother and I will always be proud of you.

-Richard Parker"-

You stare at the paper before looking back at everything on the table.

You stare at the papers as your teeth grit. There's an implication here- an implication that makes something deep in your chest twist into something foul.

Norman Osborn.

CEO of Oscorp- who is in charge of Alistair Smythe. Who was after what you father and Carl -Carl Brock no doubt, were working on.

You want to go to Norman Osborn's house and throttle the man, make him hurt until he tells you what you want him to, until he gives you the answers you desire.

But, instantly, your temper chills. No, your parents, Aunt and Uncle taught you better than that. Raised you better. Not to mention, you couldn't do that to Harry. And you'd ruin your own future. There's nothing Peter Parker can do here.

You turn off the computer and turn off anything that could allow it to transmit wirelessly before removing the hard drive and hooking up the old one. You take your time and are very thorough, just to be sure. Turning on the computer, the screen boots up to one word and an entry prompt.

-Password?-

You tiredly rub at your eyes before powering off the computer and returning it to normal. Considering that it might be trapped, this can be done another time. Especially if it holds something important.

You don't want to risk messing it up.

You repackage the hard drive in the bag it was in before looking over at the notes, especially the ones about the adhesive and its applicator. Honestly, if you went and picked up a few things, you might be able to make it.

But should you?

Yes, might as well work on something to clear your head.

You put away the rest of the notes and hard drive- storing them for later in the compartment. You put the key back in its hiding place.

But this? You need to work on this. A link between your father and you?

Putting them away, hidden beneath a box, you head out of the basement. Nobody's home, probably won't be for a while. It's a little after six-thirty, so you have time to make a quick run to a store or two. And, though you hate dipping into it, you have some money to spend that you've been saving up, originally, for a car one day.

But this is worth it.

You put on a hat and light jacket- the air's a bit cooler out now.

You make your way to where you normally get metal for whatever you try building. There's a shop you frequent, run by a nice old man. As you walk in, he gives you a grin. "Ah, Peter! Here to make something to change the world again?"

You give him a tired grin. "Yeah. I'm working on something and I need more materials to work with."

Listing what you need, you pay for it and the man nods before going into the back. Twenty minutes later, he comes back with what you ordered. "Alright, here you are. So, what are you working on this time? A robot again?"

You shrug. "Something like that."

Taking the metal, you lift it, sure to show that it takes a little effort, and make your way back home, taking the parts down into the basement. Setting them on a workbench near the metal-working tools down there, you double-check the things you need. For the adhesive.

You finish marking the metal and then go to cutting and working the metal into the right shapes. Like Uncle Ben always said, though, Measure twice, cut once. You carefully do the work and when you're finished cutting and making the pieces, especially the delicate nozzle, you set them to the side.

Taking a momentary break, you stretch and take a break before getting back to work.

Time seems to fly and before you know it, you have two adhesive applicators in front of you, with the number of cartridges you need for it to work. The assembly was a bit tricky, but you figured it out easily enough.

You double-check everything before you put them on. Giving the mechanics a quick test, you smile as they respond perfectly.

Taking them off, you set them to the side and begin cleaning up. When you're finished, you look at the time. Though you finished the metalworking much earlier, assembly and cleanup took you longer than you thought.

It's currently two in the morning.

You take the applicators and the blueprints and put them into a bag in the secret compartment.

Following that, you pack up everything and try to get some sleep.

Tomorrow's going to be a busy day.

* * *

**END**

**TO BE CONTINUED...**

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_**Please Review**_


	6. Web of Mystery

******_[GROWING PAINS] ARC_**

* * *

**Chapter 6:**

**Web of Mystery**

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Last night, you successfully recreated the adhesive applicators from the diagrams and schematics left to you by your father, Richard Parker. Their quality isn't great, but they work. Probably. You haven't had a chance to test them fully as you have nothing to put into them, but their mechanisms seem to work. You stored them along with the bag and hard drive before heading to bed.

Another late night and lack of sleep doesn't help and when the alarm goes up, you're blearily shaking yourself awake. You need to sleep, but you have things to do today.

Down below, Aunt May calls for you to wake up.

You get up and drag yourself through the motions of getting ready. Eventually, after double-checking everything's done right, you head on downstairs and grab yourself a quick breakfast. Aunt May spares you a worried glance before kissing you on the cheek.

"I know you're working hard, Peter, but do try to get some rest. I'll be over at Anna's again. We're helping her out right now."

She gives you a sly grin. "But I'm not going to ruin the surprise!"

You nod and shamble out the door and head to the bus stop. You sit and wait for the bus. You feel like the walking dead. When the bus finally arrives, you board it and sit next to Harry, who gives you a concerned look.

"Hey, Pete, I know you like to nerd out and everything and stay up late sometimes, but are you okay? You don't look good."

You give him a glance and nod, yawning. "Yeah, just trying to make sure that my lessons for tutoring were good."

He nods. "That's cool and all, but don't overdo it. Maybe you should go rest in the nurse's office?"

You give him a non-committal shrug and lay your head back and nod off for the rest of the trip, trying not to brush off Harry, but you're father's note still bothering you. Harry shakes you awake when you arrive, but you're still exhausted. You shamble to your locker and get your books but, yawning, you consider the merits of Harry's idea, too.

You sit through Chemistry class with Mr. Lee, Harry shooting you a concerned look and even Gwen giving you a look. When the class ends, Mr. Lee calls you over. "Mr. Parker, are you feeling alright?"

You give him a weak grin. "A little bit under the weather, I think I might go see the nurse."

He gives you a nod and you walk to the nurse's office. When you arrive, the nurse gives you a look. "What's wrong?"

"Not feeling well. Was hoping to rest for a little to see if I feel better."

She gives you a look over and nods. "Alright. Sign in and take a cot."

You nod and take the cot furthest away. You drift off to sleep.

You only let yourself miss an hour or two, setting your wrist-watch's timer for two hours from now. That's only be two periods, one of which being gym. You drift off to a fitful sleep on the uncomfortable cot.

You wake up to your watch's alarm and get up, yawning. You stretch and look around, but apparently the nurse has stepped out. You want some coffee to help get you fully up to speed, but you don't know of where to get some. Except for perhaps Mr. Lee.

But nobody touches Mr. Lee's coffee. Nobody. Its one of the few things that can ruin the man's mood.

You shrug and go to lunch. You sit next to Harry who gives you a look. "You look better. Not great, but better."

You nod and eat your lunch before getting a bit more of a nap in. You power through the rest of the day. When you head to your locker, you see Gwen there, looking worried. You walk up and she looks around before murmuring quietly.

"Are you alright? Is something… wrong?"

You look at the worried Gwen before realizing what she must mean. She's worried that the spiders bite is finally taking its toll. That some negative reaction is now happening to you.

You shake your head. "No, it isn't that. I've…

"No, it isn't that. I've been working on a few projects, trying to distract myself from a few things I've noticed at home recently. I could use your help actually, with the current project and as someone to talk to if you have some time."

She nods, brushing a lock of hair out of her eyes. "Well, if nothing else, it should at least let us talk."

You nod and open up your locker, grabbing your backpack and putting your books and notebooks into it. "I'm good to go, so whenever you're ready."

"I've got to stop by my locker, but then we can head to your place, Peter."

You follow behind and make some small talk as she stops by her locker and grabs her backpack. When the two of you leave the building, she pulls out her cell phone. "Just a second, calling my dad."

She calls a number and waits. After a few moments she lets out a sigh. "Yeah, this is Gwen, dad. I'm going to be over at Peter Parker's place, so whenever you get this message you'll know to call my cell, alright?"

She hangs up and she turns to you with a sarcastic tone as the two of you walk. "Best part of having a police Chief dad, he's always busy with work, eh?"

She shakes her head, rubbing at the bridge of her nose. "That stupid Black Cat thing's been keeping him in the office as Jameson's been throwing a fit over it. I mean, yeah, he has the right to get protection, but he's almost been harassing the police. God, I hope they catch that guy. Who knows what Jameson will do if the police fail to catch the unmatchable burglar."

She lets out a sigh. "Well, that's what things have been like with me. Sorry for being unavailable, but at least I got some time with my dad last night."

You nod, not really knowing how to respond but listen all the same. When the two of you arrive at your house, you unlock the door to an empty house. Seems like Aunt May is still busy and Uncle Ben will be with her.

It'll be… just you and Gwen at your house, tonight. It's all business, though, Peter. Just keep calm.

You close your eyes and let out a deep breath. There's serious matters to discuss here.

"You know how I live with my Aunt and Uncle? Well, in a way, I got a chance to spend some time with my dad as well two nights ago."

She gives you a confused look as you head towards the basement and open the door. "And that relates to what's been happening with us, too. So, follow me, I don't really want to pull the things I found out of down here if I can help it. Also, be sure to get the door behind you."

She nods and follows you, closing the door behind her. The two of you head down into your father's lab. While it was probably originally meant to be a chemistry lab, there's other stuff here, too. Like the metal working machines that were originally your father's left to you, and the computer area. It's more of a general workroom, though it does have safety features, such as a safety shower and ventilation that are regularly taken care of by you and your uncle.

Honestly, sometimes this room is where you spend most of your day if you can help it. Gwen looks around. "Peter, what is this place?"

ou give a weak grin. "This is… was my dad's lab. Most of the equipment is still here but the chemicals have been gotten rid of by my Uncle for safety. But this isn't what I wanted to show you."

You head over to the secret compartment and open it, pulling out your father's bag, the hard drive, and the bag of your Adhesive Applicators. Hmm you really need a better name for those.

"I found some stuff of my dad's an made these last night. They're a way to apply a sort of bio-degradable organic adhesive that my dad cooked up. But, that's not what I wanted to show you."

You gesture towards the bag and hard drive after setting down the Applicators.

"I found these two days ago, in this secret compartment. Its been untouched, probably since before my Dad's death. He left what he and his friend were working on to me. All of his notes and blueprints and formulas."

You give her a weak grin as you go to get the key to unlock the bag. When you get it open, you slide over the note to her. "My dad's final message to me, left in secret."

She picks it up, careful to keep the torn bit where it belongs. After a few seconds she looks at you, horrified. "Peter, what this implies…"

You shake your head, a grim look on your face. "Possibly. But there's no way to prove it. Norman Osborn's a corporate giant after all. He'll have covered up anything that could obviously lead to him and he has enough money and clout to make problems disappear."

You let out a deep sigh, resting your face in your hands. "This is opening a lot of old wounds for me. I'm glad I can get to know my dad a little better through this. But, if this is true- If my parents were…"

You shake your head, eyes narrowing.

"I'm going to have to find that out. To expose what really happened and make sure those responsible end up behind bars where they can never, never do this again."

You look over at Gwen, giving her a sad smile.

"I'm really sorry for laying all of this on you Gwen, but you're about the only person I really trust right now."

Gwen looks at you, pity and sorrow and something else amongst the emotions on her face. "Peter-"

She closes her eyes and takes a deep breath. When she opens her eyes, it's like she's shoved her emotions behind an iron wall as she stares at you, watching you carefully.

"…What are you saying, Peter?"

You close you eyes and think about it. What are you saying?

There's a lot you want to say to her, a lot you could say, but at this point…

Ultimately, there's only one answer that rings true.

You open your eyes and look at Gwen determinedly.

"I'm going to do -Everything- I can to find out the truth. I won't be able to rest until I know, one way or the other."

You stare at her unwavering. "Norman Osborn's influence is strong enough that -IF- he was behind it, he made my parents along with my Dad's friend go away and make it look like an accident. And if that's true, then he's extending that leeway over to Smythe, too. They're able to break the law and cover it up- and they're able to do it well enough for nobody to know that it happened."

You let out a sigh, shaking your head. "I'd love to be able to just go to the police and tell them, honestly I would, but even if they believed me, there's nothing tangible that I have that can be used as evidence."

You give Gwen a grim smile. "I still think about 'what if something happens and I have to go to the hospital.' There's no way that the hospital wouldn't be able to tell that there's something wrong with me because of that spider's bite and from there it's probably not too hard for them to hear about it and that's it. I'm done for.

"I don't want that fear always to be weighing over my head for the rest of my life, Gwen."

You rub at the bridge of your nose with your index finger and thumb. "I'm not asking you to get involved Gwen. But- I can't sit by and do nothing. I'd understand if you don't want anything more to do with me, but…"

You shrug. "I'm not going to standby and do nothing."

Gwen stares at you silently, but she's masking what she's thinking well. You wait for her to reply, but you don't look away. Eventually she shakes her head, an exasperated look on her face.

"Peter… I'd like nothing more to do than to ring Osborn's or Smythe's doorbell and throttle and answer out of them… but I, especially, can't. If I was caught doing something like that, my father- his career…"

She shakes her head. "I can't do anything like that. But I'm not going to let you do this alone. You'd let things build up and build up without saying a word until it's almost too much to handle."

You open your mouth to protest but she holds up a hand. "Flash. That's enough of an example I think, and he's -not- a millionaire with dark secrets and power whose son is your best friend. I can do my best to keep an ear open, as the Chief of Police's daughter I do hear things, after all. Not to mention, within a week, you're already falling to pieces.

"Somebody's got to make sure you don't bite off too much to chew, even if it's just giving you a hand here or there so you don't exhaust yourself on some project to keep your head clean because you're bottling up things and don't have anyone to talk to about it."

Gwen look at you over the rim of her glasses, waiting for a reply.

You stare at her, taking in the enormity of what's she's doing for you. You're absolutely in shock.

"…I don't know what to say."

She raises her eyebrow and you shake your head, a smile on your face. "Thanks, Gwen."

You raise a finger. "Though, I'll have you know that I was coping just fine until I found my Dad's old stuff. So it really only took a day or two for me to fall to pieces.

"...what was I even trying to argue?"

You give her a wry grin, admitting the point as she lets out a chuckle, trying to keep the same look on her face. "..Could you stop with The Look? Please?"

She laughs harder, unable to keep up her stern look. "Alright, alright. Fine. But now I know it works on you."

You let out a sigh as Gwen pulls out a small notebook. "So, let's make note of things, especially since we have somewhere to store notes safely now."

She nods towards the secret compartment. "Firstly, who is this Carl?"

You blink. "Carl? Oh, that's Carl Brock. He's the father of Eddie Brock, who is currently a journalist at-

"The Daily Bugle. Yeah, I've met the guy and my dad talks about him all the time, though its always complaining. I kinda feel bad for him. He's always trying to interview my father on something his boss has assigned him, but he never lucks out. He's polite enough, especially considering that my dad doesn't like journalists."

You nod your head, glad to hear something good about your old friend.

Gwen looks around. "Alright, so now that my curiosity is settled there, you seem to be involved in several things here, Peter. What do you want to start with?"

You raise an eyebrow and think of something. You walk over to Gwen and give her a hug as she stiffens in surprise. "Thank you. Honestly, I owe you a lot more than this hug that I'll ever be able to repay. Your support means a lot to me, Gwen."

"Y-yeah, no problem, P-Peter."

She hesitantly hugs you back and you let go, looking away embarrassed. "S-sorry, I didn't mean to make you uncomfortable, Gwen."

You look around for something to start with.

You show her the hard drive and explain what happened when you hooked it up. Gwen looks at it before shaking her head. "Sorry, Peter, but I'm not too skilled with computer programming. You might be right, your father might've put a trap on it in case, but who knows? Short of hacking the thing, there's not much else I can think of for this."

You nod and set it back down on the desk before letting out a sigh and handing her the unlocked bag that belonged to your father. I gave these a look through, but I couldn't understand most of it. What can you get out of them?

Gwen nervously looks through them before slowly growing more interested, setting certain files to the side, but keeping a note of where they were. After rereading some she gives you a surprised look. "Your father and his colleague are brilliant, or insane. Look, this? Apparently, if I'm reading this right, they thought about making something to cure cancer using biochemistry. There's nothing on how far they got, just theoretical works."

She shows you the Arc Reactor blueprints. "and while I might not be too much of a tech whiz, this is obviously either copies of or legitimate versions of the original blueprints of the Stark Arc Reactor in California. Your father must've been well connected, honestly."

She shakes her head, putting them back. "Regardless, these notes, blueprints, formula? People would kill to get their hands on them-"

She trails off shaking her head as she covers her mouth with one hand, looking horrified. "I am so sorry, Peter."

You shake your head. Its obvious she didn't mean to bring up "It might not be too far off from the truth, though. Besides, I know what you meant, Gwen."

You clear your throat and show her the Adhesive and its applicator's blueprints. "This is what I'm currently working on."

She flips through the adhesive's formula, looking surprised. "That's it? But that's so -simple- to make! I could do that in my house, even!"

You nod. You were equally surprised at it, too. You give her a grin. "Why don't we make some then?"

Gwen looks at you, surprised. "Well, I've already made the applicators and I've got the money to get the materials for the adhesive, so let's make some."

She looks interested, but slightly uncertain at the prospect. "I'd honestly like your help. I don't want to mess it up, so the best way would be to have someone help me."

After a few seconds Gwen nods. "Alright. I'm curious to see how this will end up. Let's give it a shot."

She nods and the two of you pack up the room back into the secret compartment before heading out, locking the door behind you. It doesn't take long to get the supplies. The materials are actually rather common and don't raise any suspicion. When the two of you return, you set up the materials and equipment needed, Gwen trying her hair back into a ponytail as you turn on the ventilators just to be safe.

It takes about half an hour of watching over it carefully, then and hour or two of keeping an eye on it before it finishes. In the meantime, you and Gwen work on compiling notes, anything you both know about the situation. You also fiddle with the applicators a bit.

Finally, the time comes to package up the adhesive. Carefully, very carefully, you get it into the resealable cartridges. Interestingly enough, it seems to be very well made and responds well when packaging it. There's no spill or messes.

Finally, you load up a cartridge into the applicator and put it on.

Time for the moment of truth…

You trigger the mechanism and a strand of white-gray material spits out in a strand, smacking into a wall, cutting off the mechanism, you look in surprise at the result. Gwen gives you a wry look, prodding at the result. "Seems like you figured out how to give yourself webbing after all, Peter."

You give the strand on the ground a feel, pulling at it. The part where it attached to the wall seems firm, but the rest seems to have quickly have grown less adhesive. And, from the way it looks, it does kinda look like giant spider webbing. Cool.

You look down at your adhesive applicators- No, they're called webshooters now. Because it sound better. Webs for a human spider.

You give Gwen a grin.

"I wonder…"

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_**END**_

_**TO BE CONTINUED...**_

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	7. Mask and Reforged Friendships

******_[GROWING PAINS] ARC_**

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**Chapter 7**

**Mask and Reforged Friendships**

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It's been four days since you came clean with Gwen. True to word, she's been helping you out more and more and the two of you have begun talking at school more regularly. Well, the two days you've been there, anyway. Currently, she unable to give you any more information- her father and the police are more tied up with the imminent Black Cat case.

In the mean time, you've been experimenting with your new 'webshooters' and have figured out how to use them well, somewhat. Gwen's helped out with that front some, having donated some money to the 'webfluid fund' so she can try it out. Currently, though, you're almost out of money. If anything happens to your webshooters, you're out of luck.

Other than that, though, you've been spending time with tutoring Felix Hardy, who seems to be applying himself decently enough. Though, probably with not much else to do than sit around his house, that shouldn't be too surprising.

This week, more and more, you haven't been seeing a lot of Uncle Ben and Aunt May. They seem to be helping out your next door neighbor, who is your aunt's friend, with something. They're not saying what, which makes you wonder. You're still worried about the bills, but Aunt May's been especially careful not to bring them up around you.

And speaking about money- all of you applications have been rejected. Figures. You spent last night watching the news- apparently Reed Richards and his crew had to be put under isolation because of exposure to something that happened during their flight. It was mainly press conferences- apparently they'll be contained for some , the search continues for Tony Stark.

Today is Tuesday morning and you're out the door again, wishing your Aunt a good day.

You quickly pause before you head out the door and double back to the phone and pick it up, dialing Gwen's number. After two rings she picks it up. "Peter?"

"Hey, I was wondering if you wanted to jog to school together."

There's silence before she answers. "I probably won't be able to until this Black Cat case is taken care of. My dad's driving me to school until it's over. Sorry."

"Nah, it's fine. Sorry to bother you."

Her voice is cheerful as she responds. "No, it's no problem, see you at school."

You hang up the phone after she does and wave at Aunt May, who looks amused before heading out the door for real this time, jogging alone. You think about things on the way, such as how best to perform corporate espionage.

Maybe you should just wear a disguise.

With that thought in mind, you arrive at school and head to your locker and then to class.

You do what you usually do when Lunch eventually hits- you have lunch with Harry. Admittedly, you've been spending less time with him lately, but you've been… busy. You sit down across from him at lunch as he gives you a slight smile.

"Hey, Pete. How's it going?"

He tries to keep the old atmosphere up, but there's an odd tension between the two of you. Maybe it's because you've been spending less time with him, or maybe its because you suspect his father had a hand in killing yours. Either way, you should still at least try to connect with him.

You give him a weak smile. "Hey, Harry. Sorry I haven't hung out with you much lately."

He shakes his head. "Nah, it's cool. You're after a girl and tutoring. You're more busy is all."

You shake your head. "No, its not. We're friends, so it isn't okay for me to not be a good friend just because I'm busy. We should try to do something like we used to sometime. Maybe after all this Black Cat stuff's cleared up."

You shake your head. "Gwen's all troubled by it because of her dad. Has yours said anything about it?"

Harry lets out a sarcastic laugh. "Him? The only thing he's said is 'The Black Cat would be a fool to make an enemy of me.'"

He mimics his father's cold and detached, almost arrogant, voice before shaking his head. "But, yeah, I see your point. Hmm… how about in like week he hit up the arcade near your house? It'd give things time to calm down and enough time for me to try to clear it with 'the Boss.""

You nod without hesitating. "Sure, sounds fun."

Harry gives you a grin and looks happier than you've seen him in a while. "Great, Pete."

He bites into his sandwich and starts talking to you about a girl he saw the other day and you listen and comment. Seems like things are back to normal. Well, closer, anyway.

The rest of the day passes rather normally. When it's over, you pack up your bags. Today's a tutoring day with Felix. You have about two hours before you have to head over to his place. Gwen's busy until the Black Cat's situation is defused.

You head over to the phones at school. You're more careful of the phones, watching who has been using them. Mainly it's been people who are on the football team, it seems.

When the last person using it leaves, you call Felix's number. "Hello?"

You hear Felix on the other end. "Hey, Felix, it's Peter. Do you mind if I head over early today?"

"Today?"

His voice sounds a bit uncertain. "Well, if it's a problem, then-"

"N-No! It's fine. You can come on over early, Peter."

His voice sounds a little worried, but quickly calms down. "Alright, if you're sure."

"I am. See you when you get here. Bye."

You hang up after the call's done and head out the door. You start making your way to Felix's- the more you've visited it, the more familiar the way to and from has become. On the way, you see how much more livelier things are- the black cat's selling papers and getting things more and more revitalized.

The news on papers and tv you see are all the same- J Jonah Jameson offering a cash reward for anyone who stops the Black Cat. The reward seems to have gone up too, it's at a thousand dollars. Seems like he's really getting worried.

Eventually, you knock on Felix's door and you're let in. The place seems a little messier than usual and Felix looks a bit flushed as he leans on a crutch.

"Hi, Peter."

You look at him, concerned. "Are you alright, Felix?"

He blinks before nodding slowly. "Yeah, why?"

You head in as the door closes behind you as you look in his eyes. "Well, you look a little flushed is all. Are you sure you're up for this?"

Felix nods again. "Yeah. I had to clean up a little. It isn't as clean as I'd like but I didn't have as much time."

You watch him carefully for any sign of deceit, but his eyes are honest and clear. You nod in understanding and go to your usual spot to begin tutoring him. Felix follows in his spot, books already sitting there.

The tutoring session is successful. Even though Felix seems a little distracted, you seem to be able to keep him focused and on track. You discuss what he's worked on since the two of you lest met and go over it, correcting what he got wrong and discussing why it was wrong and how to do it right. Following that, you began on the next lessons for several subjects.

You end up going over the normal time limit but neither one of you seems to mind. Eventually, though, Felix seems to be getting worn down. You're also finding it harder and harder to continue. Wrapping up the session, you get up and stretch, looking at your watch. It's past seven and it's evening.

Felix looks over at you. "Would you like to stay for dinner before you head out?"

You nod. "Sure, but let me call home first, make sure it's fine with aunt May."

Felix nods as you head over to the phone and call your house the phone rings until it reaches the answering machine. Leaving a message that you'll be eating out for the night, you hang up with a sigh.

"Something wrong?"

You turn to see Felix watching you as you give him a weak grin, shaking your head. "Nah, my Aunt and Uncle have been kind of busy lately. It's strange, I'm used to them always being around."

Felix nods. "I had to get used to it when my father started having to work more after my health stabilized some. It's a bit lonely at times. It's nice to have someone to talk to."

You nod as the two of you walk over to the kitchen, you helping out Felix to prepare the food. While you're setting out the bowls, you hear Felix hiss in pain and you turn to see him holding his right hand. There's a bit of a burn on the side of his hand.

"You alright?"

He nods, moving over to the sink and putting his hand under the running water. "Yeah. Just a slight burn is all."

Wrapping up his finger, he continues working. The two of you sit and talk, mainly about tutoring, before the meals eventually draws to a close.

You go and get your things, double-checking the schedule. "So, the next session's Monday, right?"

Felix nods and smiles. "Yeah. Have a safe journey home, Peter."

You nod as he walks you to the door. "You too, Felix."

You head on home after the door closes behind you as you think about costumes, Norman Osborn, bills, and the Black Cat's reward.

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_**END**_

_**TO BE CONTINUED...**_

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	8. The Set-Up

******_[GROWING PAINS]ARC_**

* * *

**Chapter 8**

**The Set-up**

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You head home walking slowly as you think about things. The evening light illuminates paints the sky in a twilight hue. But your concerns are more with current issues than scenery.

No, what concerns you is a more important issue- Norman Osborn, especially. You could put on a costume and break in- assuming that he doesn't have measure in place for that. But what would you do- accuse the man? Try to get into his systems and find the info you're looking for? And that's assuming he's careless enough to leave that information decrypted.

You need a plan of action, but you're also facing another issue. The bills troubling your aunt and uncle and you without a job to help out. And without a job, you're screwed on the subject of getting money. How are you going to do that, rob robbers? Steal from a bank? Catch the Black Cat for the reward?

Hmm…

You pause at the though. Actually…

Actually, that one has merit. Of course you're not a skilled detective who knows every single one of the criminal genius's tricks and can chase him forever, but you've got spider powers and webshooters, which should be almost as good.

Probably.

Still, though, you'd need something to disguise yourself- you're puny Parker, after all. You'd either have to be able to outsmart a thief who has never been caught with some tricks and traps, or disguise yourself and try to catch him.

Also, you're broke, so making traps would be very hard with what you've got.

Still, there's probably something you can scrounge together if you tried. Maybe you should talk to Gwen, too. But, then again, maybe not. She might get mad at you for doing this.

You could head back and do something, but you should be more careful and check things out first. Especially with Gwen. You don't want your co-conspirator to be angry with you, it would be inconvenient.

Also, you should probably research the whole bounty thing. Wording is very important and Jameson's a man who controls words, so it would be best to figure out exactly what the bounty entails. Stopping a robbery is different from catching the crook, after all.

So, what should you do first?

You head home to research the bounty. Arriving home, yet again, to an empty house, you look over at your neighbor's house. Man, what are they up to over there? Actually, better not to know.

You shake your head as you head down into the basement, which is quickly becoming the place where you spend your time the most these days. Starting up the computer, you grab the news paper you bought last week and look it over. Nothing committal, just that he was offering a bounty there.

No, what you need to do is find something that's got what he's offering and what's the fine print on the conditions. This shouldn't take too long, but it really depends on how open Jameson's been with his bounty. Odds are, not very much.

It takes some doing, but you manage to find images and text of the contract. It seems that the reward is legitimate as it's for 'anyone who stops the Black Cat from stealing his wife's prized emerald cat statue.' Furthermore, he will double the reward if the Black Cat is caught and presented to the police along with a story in the Daily Bugle about the heroics of the person who captured the Black Cat. Furthermore the reward will be in cash.

It seems like a pretty good deal. With your abilities, it shouldn't be too hard to stop the heist and, if you could manage to capture the Black Cat, the reward doubled.

Man, with two thousand dollars, you could help out Aunt May and Uncle Ben AND get some more materials to work with. Or something.

You lean back in your chair and pick up the phone. As you do so, your eye catches the secret compartment with your webshooters and your dad's notes and hard drive.

You should call Gwen and talk with her.

You dial her number. It's still early enough for you to get a hold of her. Her phone rings for a few before she picks up. "Peter? What's up?"

You open your mouth to talk but freeze considering what you're about to say. Can you just go and say 'hey, Gwen, I'm going to catch the Black Cat tomorrow for the reward money, want in?'

Can you?

No, not over the phone you can't. If you're going to tell her about your plans to stop the Black Cat, it should at least be in person. It's way to easy for conversations to be misinterpreted or ended over the phone.

"I've got something important I need to talk with you about. Can we meet up somewhere?"

Gwen sounds a bit exasperated. "Peter, I-"

"I know, I know. Your father doesn't want to going anywhere, but this is important. I wouldn't bother you if it wasn't."

She lets out a sigh as she hears the sincerity in your voice. "Fine. I'll be right over."

She hangs up and you find yourself sitting in the basement, waiting awkwardly. You look around and decide to straighten up the mess that's beginning to form down here before heading back upstairs. When the door rings, you open it and let Gwen in, inviting her to sit on a chair. She looks at you, a little worried.

"Alright, what's the matter Peter?"

You raise up a hand. "Before I do, you have to promise me to listen all the way to the end, alright?"

She nods, growing a bit more uncomfortable. "Well, you see, let me start by explaining something. My Aunt and Uncle… they're having financial troubles, you see? …But they haven't wanted me to know. I've been trying to get a job to help out some, but nothing's worked out. So… I'm going to make a disguise and try to catch the Black Cat for the reward money."

Gwen stares at you incredulously. "I know, it's stupid, but… I can't not take this opportunity, Gwen. I know I'm probably putting myself in danger, but my aunt and uncle took me in and raised me like I was their own son and this might be the ONE way I can help them out. So, I wanted going to tell you because this effects you, too, Gwen, and this isn't something that I should just abruptly tell you over the phone."

Gwen stares at you for a long time as you nervously wait for her response. She lets out a sigh, ruffling her hair. "You shouldn't do this. You really, really shouldn't. But I can at least understand why you feel you need to do this, Peter. And I said I'd help you so you don't get in over your head…"

She leans over and slaps you upside your head. "But you still deserve that."

She nods and takes off her glasses, cleaning the lenses, as she looks at you.

"Alright, so what's your plan? What are you going to do to catch the Black Cat?"

You scratch at the back of your head. "Well, I'm working on that. That's another reason I wanted to talk with you. Your dad works on the case so I was hoping you'd be able to help me out with planning."

Gwen shakes her head, leaning in to whisper in your ear. "Alright, but my dad could get fired if what I managed to learn got out. Basically, they're going to try to protect the statue by locking it away and switching it out with a fake. Or at least, that's what's going around the police department in case the Black Cat infiltrated in disguise. The real one is what's listed as the fake.

"The only people who know are my dad and Jameson, everyone else in the police are out of the loop. Even so, because of it, the ruse of guarding the statue is actually acting as a guard of the real one. Not to mention, Jameson's refusing to let it leave his sight, so he's been walled up in his office all week, though it's mostly an act.

The Black Cat always strikes on the date stated, at the time stated. He's never failed to get away undetected even after leaving the calling card. So, your best bet is to get in a position out of sight where you can monitor the situation. Considering your powers, it shouldn't be too hard."

She leans back and looks at you. "Are you sure you want to go through with this Peter?"

You nod. "...While I'd like the money, I'd rather not interfere with your dad's plan, and wind up bungling things. So the only opportunity I'd have to catch the Black Cat, would be after he saw through your dad's plan, assuming he'd be able of doing so.

"Chances are that I'd just be spending a boring night lurking on the ceiling, so I don't see the harm in trying."

She nods as you think of something. "So, do the items just up and vanish or what? Is there no signs or any odd behaviors?"

Gwen shakes her head. "Of course there's evidence after the fact, but it's too late by then. Often he breaks security codes by infiltrating the people who have the code and stealing it. Only on the night of the crime does he actually take the prize he's after. There's also usually some sort of distraction set when the crime happens, but the methods seem random and there's no predictable pattern to try to stop. As for violent behavior? Well, again, after the fact, they do find people who have been knocked out that the Black Cat impersonated, but other than a knot on the head and bruised ego's there's no lasting damage.

"Honestly, there's going to be people out and around looking for the Black Cat, but my father's strictly forbid Jameson from letting any of them in the building. The man might be a jerk, but he's not entirely stupid. Besides, it's mainly there to build up publicity. Have you seen how much the Daily Bugle has been selling recently?"

She shakes her head in disgust. "But, still, that's about all I know. The best bet would be to find yourself a ledge overlooking Jameson's office and keep an eye out. But, still, you will need a disguise, you're right.

"Have you had any ideas?"

You've had experience helping Aunt May fix clothing before so you know how to sue a sewing machine. You might be able to improvise something but as for a disguise? You have no idea right now.

You shake your head. "No, please help me."

She smirks, a mischievous glimmer in her eyes. "Alright."

It isn't long after that you're up in your room, sorting through clothes with Gwen. You avoid anything you regularly use and look through things you usually keep sorted away. Gwen's like a machine, searching through and picking things to the side, only pausing to take a glance at you.

Before long, she's throwing clothes at you and telling you to go change. After a few times she stops you before looking at other things, eventually taking a pile of clothes down stairs. On the way out, she pauses and grabs your soldering goggles you keep by your door and continuing on.

She sets them down before arranging them in two lines. There's a black suit design that seems stylish and a red and blue… mix up. She pauses before taking the black clothes and folding them up. "No, might get you shot by mistake."

You stare at the outfit down on the ground. It has long, red socks, elastic blue pants, a red long-sleeved shirt and red gloves. To the side is an alternate, red pair of pants and a blue hoodie. Where the head should be is your welding goggles as Gwen looks thoughtful. "Some sort of mask. Maybe stop by a costume shop and buy one?"

She pauses and looks back over at you, a bit nervous. "Well, it's impromptu, but I though about the idea that you probably wouldn't want to be shot just because you wore black. And the red and blue- well I remembered that spider and it might not be the wisest, but I though these might look okay, as a sort of stand in. What do you think-I mean there's got to be a mask, too but I couldn't find something to work right as one. The outfits should also let you use your webslingers, too which would help you out."

Gwen looks over at you, nervous.

You stare down at it again before smiling at Gwen. "I like it. I really like it. And if this is impromptu, I'd love to see what you can make when you have time to work on it."

She smiles, lacing her fingers behind her back as she quickly looks away, her face coloring. "W-well, thanks, but we still need to grab a mask. And don't you worry about it, this one's on me!"

Taking a moment to recover, she grabs a measuring tape, getting measurements for your head. When she's done, she hands you the clothes and gestures towards the basement. "Go try it on with your webshooters and give me a call when you're done changing."

You nod and head downstairs, changing into your attire and putting on your webshooters. You give it a feel and move around. It isn't constricting your movements but, honestly, when did you get these pants? You try out the webshooter before nodding in satisfaction at the result.

You call down Gwen who walks down carrying the soldering goggles and hands them to you. You put on the tinted goggles and grin at her. "Well, what do you think?"

She smiles. "Not bad."

You give the outfit a bit of a test, but your wall climbing abilities work just fine. You look a bit cartoonish, but that might work in your favor.

You step outside with your clothes and change back into your normal attire. Gwen clears her throat. "So, um, was there anything else, Peter, or should I go?"

It's almost nine at night.

You nod. "Since it's late, would you like to eat dinner here?"

Gwen pauses before nodding. "Sure, I'd like that."

You give a nervous smile. "It won't be anything to write home around but I can make some soup and sandwiches. Um, is that alright?"

She gives you a smile. "It's fine, Peter."

She sits at the table while you cook as the two of you make small talk. Eventually, you set down the food and the two of you eat.

After the meal, you clean up the small mess you and Gwen made before returning to the living room, where Gwen picks up the red shirt and blue hoodie. "Um, could I borrow these? I'll have them back tomorrow, but I wanted to do something for you."

You give her a smirk. "Working on your own costume in the future, then?"

As you say the words, Gwen freezes before she smirks and lightly smacks at you playfully. "Peter Parker, what kind of girl do you think I am?"

You want to tell her what you think. That she's beautiful, but you can't muster up the will to do it. What if she doesn't think of you the same way? At least right now, you two can be friends and if you confess… well things will change, maybe for the worse.

You smile and shake your head. "A spider powered girl with a cosplay obsession?"

She snorts, raising her nose upwards, smiling cheerfully. "You win this round, Parker!"

She shakes her fist at you before chuckling. "Well, I should get going. I'll see you tomorrow, alright?"

She puts on her shoes and opens the door waving.

"Hey, Gwen, how about I walk you home?"

Gwen pauses and turns back to you, eyebrow raised. "I don't think I'll have any trouble getting home safely, Peter. Thanks though, it's a sweet thought, though."

She shrugs. "Besides, I have to sneak back into my house, too. I wasn't really supposed to leave the house, after all. Dad's orders."

You nod. "Well, alright."

She seemed okay with a hug before, so you give her a very light hug before letting go. "G'night, Gwen. At least give me a call to let me know you made it home alright, okay?"

She nods before quickly closing the door. A few minutes later, you see her walking from your house down the street.

When she's gone, you go over to the wall and hit your head against it, softly. Damn it, it was the perfect opportunity, too.

You decide to sit down and watch TV while waiting for Aunt May and Uncle Ben to get back. It's almost Nine o'clock so they should be back soon. There seems not to be much on Reed Richards and his crew. Even though they landed and are isolated, they're currently undergoing treatment at Richard's business and home, The Baxter Building, and should, hopefully, be back to normal soon.

Obadiah Stane is currently assuring people that Tony Stark will be found and that Stark Industries will be fine in the interim.

Eventually, you tune out the TV and start to drift off as you hear the front door open as Uncle Ben and Aunt May walk in. They look tired, Uncle Ben concealing a yawn behind his hand before smiling at you. "Hey, there, Peter. How's it going?"

You smile at them. It's been a while since you've been able to see them and they're tired. So, right now, there's no need to ruin the happy mood. "Not bad, it's good to see you two. How was your evening?"

Uncle Ben shrugs. "Not bad, we were just-"

He's cut off by your aunt lightly elbowing him. He gives you a sheepish smile as Aunt May clears her throat. "Anna just wanted some company, she's been rather lonely lately, so we though we'd spend some time with her. We didn't invite you because you were busy with your tutoring lately and you wouldn't be interested in what we old people talk about anyway."

She walks over and kisses you on the forehead. "Don't stay up too late, dear, alright?"

You nod as the two of them head upstairs as Uncle Ben turns back towards you. "Hey, Peter, I'm going to be working tomorrow night so try not to make too much noise if you do stay up, alright? It's going to be a long day."

You nod and wish both of them a good night as they head to bed.

You wait a little longer for the call. When the phone finally rings, you quickly pick it up first ring and answer it. "Hello?"

"Hey, Peter, it's me. Sorry for getting home a bit late, it felt like I was being followed for a bit a few streets away from your house, so I took a detour. Eventually it went away, so everything should be good. Sorry if I worried you, see you tomorrow!"

She hangs up leaving you more relieved. Now that you know she's okay, its fine to go to bed. You head upstairs and get ready for bed before fitfully trying to drift off to sleep.

You don't think you'll ever get to sleep suffering from your embarrassment as you are, but before you know it, you're waking up to your alarm going off.

Tonight's the night.

Yeah, tonight's the night. Tonight you're going to have to face off with the Black Cat, hopefully getting the reward.

You get ready for the day and head downstairs. Uncle Ben seems to be reclining chair, getting in a bit more sleep as Aunt May prepares breakfast., looking over a bit worriedly at your uncle.

Seeing you, she shakes her head and smiles, her voice quiet. "Ah, Peter. Good Morning. Be careful to be quiet. Ben's going to be working tonight, so he doesn't have to head in until a bit later. Though I really wish he's tell that boss of his…"

She shakes her head. "Regardless, have a good day at school today, Peter."

You nod, finishing up your breakfast before you give your aunt a kiss on the cheek and head out the door, quietly.

You're going to have a busy night tonight, so you decide to take the bus and relax. At the bus stop, you see a lot of new people around and a lot more activity as there seems to be people talking about the Black Cat's planned caper for tonight.

When the bus arrives, you get on it to see Harry sitting there looking bemused. You sit down next to him and he gives you a nod. "Hey, Pete. Ridiculous, isn't it? All this focus on the acts of a criminal. Seems like this sort of thing only encourages criminals like the Black Cat."

He shakes his head. "Really, I wish someone would catch this guy. Even though nobody's gotten hurt, it's just a matter of time."

He lets out a sigh and gives you a grin. "So what's up with you Pete?"

You give him a shrug and a weak grin. "Not too much, I chickenedoutwithGwen-Hey! Have you been keeping up with what's been going on with Reed Richards?"

Harry blinks trying to puzzle out what you mumbled out before you quick and masterfully changed topics. He gives you a raised eyebrow. "Well, other than what you just mumbled out, which I WILL get out of you one way or another, you know I have been, Pete. My dad's been grumbling all day because he and his people aren't allowed to help out with Reed Richards. Apparently the guy's locked out everyone from his home, even the government.

"Hell, I think the Daily Bugle would be paying cash for pictures or information on the Richards normally, but the owner's too wrapped up in the whole Black Cat thing. He's made a real big deal out of nothing,. Who cares if he loses whatever the thief's after, it isn't like it isn't insured or replaceable."

You nod, trying not to frown. It's nice Harry's got it good, but..

He shakes his head looking guilty. "Sorry, Pete."

The bus arrives at Midtown High as the two of you get off and head on in. You keep an eye out for Gwen, even waiting for a bit outside, but head back in to reach your classes in time. She's probably already here, anyway.

You get to chemistry and Gwen is there, ready for Class, reading a book. She nods at you before class officially begins. The day goes rather fast and before you know it, its lunch.

You find Gwen, who is eating alone, and sit across from her. She looks at you, a bit surprised. "Hey, Peter. What's up?"

She's a little surprised at you for eating lunch with her rather than Harry - and the first time you've eaten lunch with her, period. Adjusting your fake glasses, you smile. "Well, I thought we could have lunch together and talk."

Gwen raises an eyebrow and leans in, her voice quiet. "That isn't a good idea, Peter, we're still at school."

She seems to be thinking that you want to talk about your plans for tonight.

You shake your head, looking hurt, your voice overly dramatic.

"What, you think the only reason I'd want to hang out with you is so I could talk about my problems? Why dearest Gwen, you wound me."

She chuckles as you hold your heart. "Alright, fine."

You sit down and enjoy lunch with her, eventually you decide to address a different topic.

"I was just wondering if you'd had any more phone calls lately."

Gwen frowns but nods. "At least one a day. It's only from the school phone and it's a different person every day. It really isn't that big of a deal Peter."

You raise an eyebrow, pointing your spoon at her. "Didn't you tell me not to take everything on myself and let it pile up? Well, I'm saying the same to you. If I can do something to help, I will."

She looks like she's about to refuse before letting out a sigh, giving you a wry smile. "Alright, fine. But only because I don't want to be a hypocrite, and only after things get settled, alright?"

You nod solemnly. "Alright, deal."

The two of you spend lunch talking about what might be wrong with Reed Richards before heading back to class.

After school ends, you grab your bag from your locker and go find Gwen.

Gwen should still be here, so you decide to meet up with her before she leaves. She still has your costume, after all. You head towards her locker where you find her sorting through her locker.

"Hey, Gwen."

She turns towards you and closes her locker, picking up her bag. "Hey, Peter. What's up?"

Her voice is cheerful, but it seems like she didn't expect to see you. You smile. "Well, I though we could meet up and talk, since school is over."

Gwen looks pensive. "I should be expecting my ride any time now, I don't think I have the time.

You look at her, concerned. She seemed to have slammed her locker shut the moment she knew you were there. And her smile seems a little forced.

"Is something wrong, Gwen?"

Her eyes widen and she looks away, guiltily, her smile fading into a worried frown. "So, you noticed."

You nod, putting a hand on her shoulder. "You don't have to tell me if you don't want to. But I'd like to help if I can."

She gives you a nod and opens her locker. Inside, it seems like someone has slipped in pieces of paper through the vents. On it are tons of rude or nasty comments about Gwen, some of them including you.

Gwen looks away, unable to meet your eyes. "I didn't want you to know, Peter. You're my friend and I didn't want you to feel guilty because you saw these. It's happened for a while, any time I talk to any boy and it's gotten worse since you and I have started hanging out…"

She turns towards you, eyes serious. "You can't tell anyone, Peter. Not a teacher and especially not my father."

You swallow nervously before shaking you head. You put a hand on Gwen's shoulder and look her in the eyes. Its time to tell her how you really feel.

"Gwen, I'm not going to let the girl I like deal with this all alone."

Her eyes widen in surprise. "…You?I?What?Huh?!"

She seems completely shocked, not moving for a second before she quickly grabs something out of her bag and stuffs it into your arms. "HereyougoPetermyride'sherebye!"

She quickly grabs her bag and runs down the hall, careful to not look back at you. You stare at her disappearing form and let out a sigh. You open the bag you saw and see that it's the costume parts she borrowed.

Well… At least you have your costume.

You decide to head on home. Best to get the costume in a safe place, after all.

When you get home, you notice that's nobody's home again. You see a note from your aunt saying that she's over at the neighbor's again. Shame she isn't here, but it's also a good thing, too.

You head down to the basement and lay out the costume parts you have and the ones you got from Gwen. There's the long, red socks, the blue pants, the red, long sleeved shirt with the spider-emblem on it…

Wait.

You look at the shirt to see that there's a spider design sewed onto it. It's actually pretty well done, but you can that there was a lot of effort put into it. There's also a larger one on the back. You pull out the red gloves and webshooters and notice two other things.

The first is an elastic, perhaps spandex, mask in there. Red. There's also a note from Gwen.

-"Picked this up for you, Peter. It's on the house. Hope you like it and the shirt.

-"Gwen"-

You look over at the shirt and the mask. It's actually really nice. You'll have to thank her.

…If she'll ever speak to you again, that is.

You try on the outfit and it fits, really well. The mask seems to breath really well and the goggles don't impede your vision too much while still covering your eyes.

It'd be best to grab yourself an early dinner. After all, it'd suck to be distracted by getting hungry. You heat up some soup and have a sandwich with it. As you eat, you turn on the television and watch it. Seems like there's a lot of coverage of the area around the Daily Bugle.

You finish off your sandwich, dipping it in the soup's broth, before drinking the broth, too. You're currently wearing jeans and a hoodie, which conceal the rest of the outfit below.

You waste a little more time before heading out, the rest of your outfit in your pockets and your webshooters beneath your sleeves.

Time to bag a cat.

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_**End**_  
_**To Be Continued...**_

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**_Please Review_**


	9. To Catch A Cat

**_[GROWING PAINS] ARC_**

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**Chapter 9**

**To Catch a Cat**

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You make sure you have everything before you head out. You wear a hoodie and loose jeans to cover up your costume underneath, your webshooters underneath your sleeves, and your mask, goggles and gloves hidden in an inner pocket of your hoodie. You also have your backpack, which has a separate change of clothes.

Well, tonight's the night. You have a little while before the caper will happen, so it's probably for the best you head out now. You leave a note for Aunt May that you're heading to the library and leave the house.

It isn't good to change too close to your home, it might lead people to you. It's also a bad idea to change too close. People will be on the lookout for the Black Cat and slipping into an Alley might be seen. So, you change at about a halfway point. You climb up an alley about halfway between your home and destination and leave your clothes in your bag, which you web to the upper part of a wall where it's hard to see. That should keep it secure and hidden for a couple hours. You put on your gloves, mask and goggles and start jumping, from building to building when people aren't looking.

You easily make your way unseen, closer and closer to the Daily Bugle without being seen. It takes time and use of your ability, but you haven't seen anyone point you out or act oddly, your spider sense advising you as you go.

It's slowly been progressing through evening and before you know it, you're near the daily bugle. It's almost night and you still have half an hour.

But there's a lot of people around who are on the lookout now, you'll have to advance more carefully.

You quietly move into position, constantly pausing and adjusting as your spider sense alerts you. You make it to a good hiding spot on a ledge that overlooks Jameson's office. You see a man in a police uniform and a man that you can identify as J Jonah Jameson, owner of the Daily Bugle.

You lay yourself low so you can keep an eye out without being spotted.

You keep an eye on the office. It's boring and you sometimes have to duck out of the way to avoid anyone spotting you, but you keep hidden.

But, nothing's happened, it seems. Jameson seems to be yelling at the police officer, who seems to be trying to placate Jameson. Is that Gwen's dad? The hair color looks the same, so maybe.

The phone office rings and Jameson hands it over to the cop, who picks it up and answers it. He seems surprised at first, then worried. When he hangs up he sits in a chair, hands in his face as Jameson seems to be asking him something.

The man shakes his head and there seems to be nothing more for a while. Eventually the door opens and an officer escorts in an upset Gwen, who talks with the officer before wrapping her arms around his torso.

You move closer to investigate. If it's really Gwen, she'll know who you are and not react. If she isn't she'll be alarmed. You move closer, slowly and make yourself visible to her.

When Gwen looks up, her eyes widen in surprise, as something akin to panic crosses her face before it quickly fades as your Spider sense blares.

You quickly dodge out of sight and get into a new hiding position as you watch the Gwen imposter scream at where you were as Jameson and the officer quickly turn to where you were moments ago. The two of them are looking around frantically as 'Gwen' opens the door and shouts, pointing back at the wall. Spotlights light up the side of the building you're on but you somehow /BARELY/ manage to keep out of sight thanks to your wall crawling powers.

There's police looking around every window, along with everyone on ground level. Behind The officer and Jameson, you see 'Gwen' smirk before quickly knocking the two out, the Officer before Jameson, who isn't able to make a noise before a cloth is put over his mouth, too.

She then slips over to the large safe in the corner of the room and starts opening it after locking the office door.

There's nothing left to do but act. You let yourself become the Black Cat's distraction, so you're going to have to catch him…her… it.

Especially if you want that reward money. You extend your webshooter and create a line so you can swing on through the window. Luckily, both the cop and Jameson are away from it.

Swinging in, the glass breaks as you tumble in, quickly righting yourself, webshooters at the ready.

'Gwen' turns to you, a smirk on 'her' face, the safe swinging open, revealing an emerald cat statue. "Oh, and who are you supposed to be?"

It's unnerving to hear Gwen's voice in such a tone. Man, this person is really bothering you! Your spider sense is tingling as you ready yourself for any actions she might take. Who are you?

You smile beneath your mask. "Oh, just your friendly neighborhood Spider-man!"

As you shoot a web towards the statue, intending to web it into the safe, 'Gwen' quickly grabs it and jumps back, waving a finger, grinning cheekily. "Ah, ah, ah! That's a bad Spider!"

As she slams a ball at her feet as smoke erupts from it, engulfing the room. You hear the sound of a door unlocking.

You give chase, firing a line of webbing at where the door is. You feel it connect and pull as you feel something struggling against the line. Exiting the smoke cloud, you see 'Gwen' on the ground staring dirtily at the webbing on her leg.

She looks back at you, pleading. "I'll give up the statue, Spider, just let me go, please?"

She uses Gwen's face to try to convince you as police officers come into the room, pointing their guns at both of you. She glances at them then you before she raises her hands in surrender.

"Alright, I give up."

She stands up after kicking the statue away.

Your spider sense is going off, but that might be from the cops pointing guns at you.

"Officers, it is my pleasure to introduce you to the one and only Black Cat.

Also, Mr. Jameson and Captain Stacy are currently unconscious. Think she used chloroform or something. You might want to do something about that."

You gesture back with your head as you raise you hands and slowly step to the side to allow access to the room. Two officers rush in there to wake Jameson and Stacy.

Black Cat nods, a different voice coming out of Gwen's mouth, the voice is silkier, deeper. "Yes, that's entirely correct. I am, indeed, the Black Cat."

She lets out a sigh. "This is a surprise, though. I never actually expected to get caught."

She looks over you and leers. "But then again, I never faced such a daring opponent before, either."

Behind you, you hear the sound of Jameson yelling. Apparently he's regained consciousness as he marches into the room and looks at both of you and then back at his office and then down at the statue on the ground.

"Stacy! Your daughter's the Black Cat, what exactly is the meaning of this!"

He turns towards you, looking furious and pointing his finger. "And you! WHO ARE YOU IN THAT MASK AND OUTFIT!"

"Me?"

You point a finger at yourself. "Well, I'm just your friendly neighborhood Spider-man!"

You gesture over at the amused looking disguised Black Cat. "And that's not really Captain Stacy's daughter. Remember, the Black Cat is a master of disguise, Sir."

Jameson looks unamused, pointing a finger in your face. "DON'T YOU LECTURE ME! I've been writing papers and deducing facts for years! Of course she's not Stacy's Daughter! But that means that YOU'VE been slacking, Stacy!"

He points his finger at Captain Stacy who walks into the room, looking irritated. He looks over at you and then the Black Cat. "Enough, Jameson."

You clear your throat. "So, wasn't there a reward for stopping and catching the Black Cat?"

Jameson turns on you, angry again. "REWARD! You want a REWARD! LOOK WHAT YOU DID TO MY OFFICE! Sure, I'll give you your reward, once you show me your face, so I can SUE you for destruction of private property!"

He pulls on your mask, but like your wall crawling abilities, you adhere it to your face, causing it and the goggles to be stuck there. "Hey, sourpuss, you didn't state that the identity of the capturer had to be revealed! You're breaking your own contract!"

Jameson snarls at you, spittle flying in your face. "OH YEAH?! THEN SUE ME YOU MASKED MENACE!"

To the side, the Black Cat sighs. "This is getting annoying. Since there's no reward for you, how about the both of us blow this joint, Spider?"

You shrug. "What and let you ruin your own daring escape? I couldn't do that!"

She smiles, hand over her heart. "Oh, dear, what a romantic!"

"WHAT!"

You look over at Jameson. "Well, She can do what she likes. She's as good as in police custody. On the other hand, if there's no reward, I have no reason to help keep her here. But you've sure made yourself out to be such a fantastic person, JJ! I'll be sure to sell my story to your biggest competitor so they can tell everyone exactly what kind of person you are. Imagine all the papers they'll sell."

Jameson scowls, His face red, veins popping. He leaves the room and comes back in with a stack ov money and throws it at you. "There! NOW ARE YOU HAPPY?!"

You count the bills and nod, turning towards the Black Cat. "Sorry, business is business."

She nods, hands cuffed behind her back as you make sure she doesn't escape. She gives you a big grin. "Oh, I understand. Bye Spider!"

She's led off by several cops leaving Jameson and Stacy there. Jameson looks at you. "WELL? GET OUT OF MY OFFICE! I NEVER WANT TO SEE YOUR FACE AGAIN!"

You look over at Captain Stacy and nod. "Well, it was nice giving you all a hand Captain."

He nods. "Just don't get on the wrong side of the law, Spider-man."

You nod and head towards the window as you hear someone call for you.

You turn back as you see someone run up, out of breath. It's Eddie Brock, who brings up a camera. As he does so, you Salute from next to the window and Websling away.

You get several buildings away before there's an outcry. Sounds like Jameson is yelling. On the top of the buildings, it looks like a figure is following you from rooftop to rooftop.

Tucking away the money in your glove, you continue for a bit, checking to see if the figure is still following. After what you feel is a decent distance, you land on a rooftop as the figure jumps, landing in a roll before stopping before you. She's got long white hair and green eyes, the figure clearly feminine. She walks up to you and points, but your spider sense isn't going off.

"Hey, you could be a bit more considerate for a girl you know."

Her 'clawed' glove traces its way down your chest. "but still, you did good work there. I think we'd make a great team. How about it?"

She leans in giving you a sultry look. The woman seems to be wearing a black catsuit, with white, furlike bits on her arms, legs, and neck collar. She also has a domino mask around her eyes. You don't know her age, but she looks young.

Is this really the Black Cat?

You shake your head. "Wow, that was fast. You know, you've just completely destroyed my faith in the NYPD, I hope you're happy."

She leans in, tracing circles on your chest. "Extremely so."

You raise a finger and shake it, your voice full of jest. "Sorry, my mother always told me not to play with bad girls."

Her eyes hood as she lightly bites down on your finger, not doing anything buy applying light pressure before letting go. She must not have any malicious plans because your Spider Sense isn't reacting. "Oh, but we bad girls are all the fun, Spider.

"Besides, you can always punish me for being naughty."

She's leaning in as she whispers into your ear.

"Besides, you're the only one to know what I look like, and I /am/ at your mercy."

"Cat, I don't think you're at /anyone's/ mercy. After all, didn't you just escape police custody?"

She pulls back and smiles as you check behind your glove, seeing the money in there. "Oh, you charmer. Checking to see if I took Jameson's reward?"

She's amused as she leans in. "Don't worry, I don't plan to steal that from you, Spider. After all, we /both/ got what we wanted, after all."

You make a motion of being shocked. ""...It was never about the money or the adrenaline at all, was it?

"Your whole thieving career was just a ridiculously convoluted way of getting a date."

Her eyes widen in surprise before she grins, leaning against you further, causing you both to topple over, her straddling you. "Well, no. But it is a good idea. How about it, Spider? You and me on a daring date where two individuals should never be found."

She leans down and you feel her chest press down on yours as you feel her breath against her mask as her voice seems to promise very indecent things. And you think, if there wasn't anything you wouldn't want her help with. And you know of one thing.

"Well, there is one thing… But I don't know if you're up to it."

Her eyes widen in excitement as she adjusts herself to be straddling your hips, her voice heavy and breathy. "Really? Do go on."

"Well, There is this company named Oscorp who I need to find out what they've been up to. It'd require only the best, you know. Are you /sure/ you'd be up to it?"

As you teasingly ask her, you see a spark of real consideration and interest light up in her eyes and with that you know that you'd hooked her on the idea. "The best, Spider? There's none better. And going after Norman Osborn? Oooh, you do know how to get a girl interested."

You smirk behind your mask. "Well, assuming you are a girl. After all, that's all assuming that all you're wearing is a domino mask and catsuit, right now."

She grins, pulling down the zipper of the catsuit, revealing pale flesh as she grabs your hand and puts it inside, cupping a breast. "Well, I am wearing a wig, but it /is/ my natural hair color. And that's all natural. Go on, give a feel." As she grinds down on you with her derriere, causing a very natural reaction to the feeling. You gulp as she gives a light moan.

"Oh, is that webbing in your pocket, or are you happy to see me?"

She puts a hands against your face, stroking your cheek with a finger, her voice seductive, but somehow needy. "Hey, Spider, can you trust me for a second?"

Your spider sense is silent

You're flustered by all of the contact and your mind goes blank for a second. "I uh, huzahwhat? I think I need an adult."

She grins as you play it off jokingly, as she leans in, mouth right next to your ear. "But Spider, I /am/ an adult."

She puts her hands at the base of your mask and moves it up some, but you decide to trust her as she only moves it up to reveal your mouth. She gives you a grin before pulling you into a kiss.

Its amateurish but deep and needy as she grinds against you, arms wrapping around your back pulling you deeper into the kiss. You try not to respond, but its so hard not to, your hand resting on her breat, the other goes to rest on her rear.

Finally, she breaks the kiss and pulls back, a trail of saliva following. She's flushed but pleased looking as she smiles at you, her chest heaving as she breathes deeply.

"That was my first kiss Spider, I hope you like my gift."

She leans to your barely expose earlobe and gently nips on it as she whispers. "I think I've decided what I plan to take from you, too."

She pulls back as you tense up, a teasing grin on her face as she traces a heart shape on your chest.

"Your heart will definitely be stolen by this Black Cat. That's my public warning to you, Spider, can you stop me?"

She gives you a teasing grin as she gets up, being sure to give you a show. She extends her hand to help you get up.

You take her hand as she pulls you up. She smiles as you get your wits about you. "Well, I suppsoe this is where we part ways for now Spider. But don't be a stranger, or I'll have to come find you."

Her voice is teasing, but there's a note of seriousness in it. She shrugs, pulling up her zipper as she leans over and gives you one more kiss over your mask. "For luck, Spider.

"Though, I will be one cross Cat if I find you cheating on me!"

She waves a finger while showing off the emerald cat statue with the other before she jumps over the ledge. You go over to look, see if you have to react, but there's nothing down there. She's vanished without a trace.

Man, she's hot. Er, good.

Both, really.

You sit on the rooftops for a while, sorting things out in your head, or at least trying to make things less muddled. It isn't easy, because the Black Cat's pretty much stuck in your head.

You decide to check your money, pulling it out of your clove. Counting it, it is all there, but in he middle of the roll is a white card, with a black cat printed on it. Flipping it over, you see a note written it begins with a telephone number.

-"My number, don't be afraid to give me a call, Spider.

-"Black Cat"-

How? How the hell did she manage that? Stupid sexy thieves. After a while, you decide to head on back. You have something more important to think about.

How exactly are you going to actually GIVE this money to Aunt May or Uncle Ben?

-"SPIDER-MAN! HERO OR MENACE?!"-

The figure sets down the paper, leaving red handprints on it. "Spidah-Mahn, eh? Interstin'. Very Interestin'. Ah'll have to give him a lookssee when Ah get there."

The figure looks at the room its in, a red smiley face drawn on the wall. One of the figures on the ground, a child, tries to say something. "r-r-ed"

The figure grins, licking its lips. "That's right. It's my favorite color, ya see. But now now little child, yah best go to sleep. Forever."

Finishing off its last victim, the figure leaves the room, whistling merrily, leaving behind a scene of total and complete carnage.

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**END of [GROWING PAINS] ARC****  
**

**[CARNAGE ARC] NEXT**

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**To Be Continued...**

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**Please Review**


	10. Costume Woes

**Publisher's Note: ** "**ALSO, you have a question for completing the last arc. You may use it to ask me anything. It doesn't even have to be about the plot, (in fact I recommend that it isn't!), but rather 'do X or Y' exist in this universe or since you've mentioned Y, which version is the biggest inspiration or did you go all original?, other small details. If it's a good enough question and it makes sense to be, it might even become in universe knowledge for Peter!"** These are Cosgroves own words, unfortunately you can't ask now since the questions have already been asked by the large majority of players in Cosgrove's thread, but anyways I put this up since what was stated above is going to appear in the start of this chapter since it still relates to the story, not the plot, so enjoy.

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**[CARNAGE] ARC**

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**Chapter 10:**

**Costume Woes**

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**The X-gene?**

There could be said that there is a sub school of individuals with a variable mutagenic gene which has been categorized with the 'X' Variable, yes. However, there has been no proof of its existence barring a few 'mad ramblings' about the possibilities in the sixties which were dropped as 'unfounded' and many of the people who supported its existence have since recanted of it, Professor Charles Xavier being the foremost as he has since isolated himself to a philanthropic lifestyle and has been quoted with saying

"The sixties were a different time. We were all young and riding high off the stories of Captain America. But there's no such thing as a gene that makes you superhuman. it's a fantasy just as big as Captain America having been anything other than propaganda for the Allies. Now, were you here to actually interview me or were you here just to waste my time?"

Furthermore, the spokesperson of the Strategic Homeland Intervention Enforcement and Logistics Division merely raised an eyebrow when asked and responded, "I personally have no comment on the subject nor does my department but, off the record, I did find it hard to believe that there is such a thing as a 'gene that gives people superpowers' if there was, don't you think it'd be in the news?

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Things have been… weird lately. You're a newspaper-worthy, it seems. Kinda. Well, your alter ego 'Spider-man is.' He's been the talk of the town ever since the failure of the Black cat's heist.

You've mostly been laying low and living as normally as possible. You've gone to school and stuck around your house. You received a call from Felix's father on your next tutoring session to inform you that Felix was currently having health problems and that he would unfortunately be unable to host any tutoring sessions, but that Felix would call you as soon as he was well again.

At least you spent yesterday hanging out with Harry. That's been the one upside, considering that Gwen has not looked at you or spoken to you or answered your calls… at all, really. You let out a sigh an resume reading your textbook on mechanical engineering.

And then there's the matter of the money from the reward. Two grand. You should get some of it to Uncle Ben or Aunt May, but how? How do you just give people large amounts of money without them asking questions about how you got it?

You snap the book shut and toss it onto your desk.

You pick up the nearby newspaper, a reprinting since it sold so well on its first run, or the Daily Bugle article on Spider-man. There, on the front page, is Spider-man saluting the photographer. From here you can see how amateurish it is, honestly. The article is by Eddie Brock and its surprisingly supportive. They offer words like 'suspicious' sure but there's also a nice little bit that offers support of you for having caught the Black Cat… as it blasts the police for being so incompetent as to let her get away.

Nothing on you and the Black Cat's…. meeting, so guess Jameson and Eddie might have a more favorable opinion of you. For the moment, at least. Still, that probably doesn't help things between you and Gwen any. You set down the newspaper and pick up the phone, calling her number. It rings twice before it goes to voice mail.

…Yup, still not talking.

You hang up and, looking at the paper, decide to call Eddie. There three rigns before the phone picks up. "Hello, Eddie Brock speaking, who is this?" His voice is a bit tense and impatient.

"It's Peter, Eddie."

Any tenseness on the line fades as he lets out a sigh of relief. "Ah, good to hear from you, Pete. Though can it wait? I'm in the middle of an investigation and I need to be focused. Are you busy tomorrow night? I can call you and talk to you then, buddy. Later!"

There's someone else's voice on the other end as Eddie hangs up. You rest your head against the desk you're sitting at before letting out a sigh as you open up your wallet and take a card out from the back and look at it.

It's the card the Black Cat gave you. You shouldn't trust her, not even once, but… She's still your best help for sneaking into Oscorp. Well, if she actually will help you. But there's no way in hell you're calling that number from your house, there's a good chance she'll track you to your house and family.

You put the card back and grab your jacket. And if you're going to be Spider-man again, you'll need a better costume, one that's more durable. And, right now, you have some money to work with.

You head downstairs, planning to go to the library and pause. Aunt May's home, so you might as well say goodbye to her. She's been less busy since yesterday, it seems. You enter the kitchen to see aunt May making a cup of tea. "Hey, Aunt May!"

She looks over and smiles. "Ah, Peter, wonderful! I can ask you now. Are you busy tomorrow night?"

You shake your head. You haven't made any plans so if it isn't any problems, you should be able to help if she needs it. "Not sure. What's up, Aunt May?"

She smiles taking her tea and sitting down. "Well, Anna was asking for my help a lot lately because her Niece, Mary Jane, is going to be staying with her. Ben gave us a hand moving furniture and getting the bedding. You remember her, don't you, Peter?"

…Mary Jane Watson?

You give Aunt May a weak smile as she smiles up at you hopefully.

You freeze in place as memories assault you, eyes haunted.

Mary Jane Watson.

Before Flash Thompson, there was Mary Jane Watson. In fact, you would take years of Flash over her again, anytime. Your childhood was a nightmare when she visited Anna Watson and stayed there with her family. And then, finally, she moved away.

The nightmare was over. IT WAS OVER.

"Peter?"

You give your Aunt a shaky grin.

"…S-sure, Aunt May. I… I-I have to go. Library."

And you immediately head out the door. As you walk out of your house, you eye the house next to yours warily before shaking your head. Never again will the spaghetti incident happen again. Never again.

…After all, you've got superpowers now. Nothing to be afraid of. Nothing at all.

As you make your way to the library. When you get there You go to one of the computers that allow you to look up books and search for something on costuming. You spend time on it and, eventually, find some different subjects on the matter.

At your current skill level, you can have something that's easy to move in- like spandex-like materials. Or you can have a multiple piece outfit that's more durable. Or you can just worry about making the costume look good.

You spend time on the library trying to find ways to make good durable costumes, but you also spend some time looking up how to try to make it nice. Before you know it, it's early afternoon and you've got a notebook filled with different ideas to use.

You spend more time researching electronics, especially the mechanics behind tracers and technology that can help you spy on people- namely Norman Osborn. After a while, you look outside and realize its getting late.

You'd best go. You stop by a small shop and pick up a prepaid phone with cash before heading out to the fabrics store.

When you get there you look around for fabrics.

You look it over, but you liked the Red and Blue. It made you look friendlier. Black, well Black might get you associated with Black Cat, and you really want to avoid that for now. Besides, Gwen helped you make the red and blue, anyway.

You grab various materials and after being checked out by a very unenthused clerk, head out of the store. You should have everything you need.

The evening light casts everything in a red hue as you go.

You decide to take a more scenic walk home. It's longer and out of the way, but in this light, there's no doubt that its beautiful to look at. You continue walking, taking a road through a nearby park, and head towards your house.

However, you see a man sitting on a park bench, several bags next to him. He's resting his chin upon his hand. He sticks out like a sore thumb- its hard not to notice him!

You approach him, not getting too good of a look at him, but he's got lots of traveling bags on the bench with him. Seems like he's looking at a map.

"Excuse me, sir?"

His head snaps up and he stares at you. His stare's unnerving, like he sees through you and everything you've done, his gaunt face only adding to the effect. He's got dark red hair and seems to be wearing a priest's outfit.

"Yes?"

His voice is recognizably tinged with a southern drawl, but he seems to be trying to suppress it. You clear your throat and look at him and his bags.

"Do you need any help?"

The man blinks and then an empty smile crosses his face. This man doesn't send off your spidier-sense, but he's unnerving as hell.

"Ask and the lord shall provide, eh?"

He shakes his head lightly. "Yes, I need to know where to find Our Lady of Saints Church. Do you know how I can get there?"

You think about it before nodding. Yeah, you've seen that place before From here… You relay the instructions as the man rises and look down on you. "Thank you, my son. I must be going now."

He grabs all the bags, showing extraordinary strength for a man so thin, and begins to head off. Before long, its just you, alone, in the park.

You decide to head home. It doesn't take too long and before you know it, you've got your fabrics stuffed away and you're sitting down to eat with Uncle Ben and Aunt May. Your uncle smiles at you.

"Feels like its been forever since we've done this, huh?"

You nod and smile, enjoying the company. The meal passes and your uncle sits down and watches TV. You sit and decide to check out the news, but it doesn't seem like anything interesting is happening.

You begin working on the costume. You lock the basement door after taking down the sewing machine and some clothes that have holes in them. Laying out the materials, red, blue, and miscellaneous bits for the mask, you start taking patterns and tracing them on the materials.

This might take a while to complete overall…

You decide to work on one of the most important parts- the mask. You bought some lenses to go in them, wearing welding goggles isn't a great plan after all, and decide to begin work on the mask.

You spend time trying to work on the mask- tracing out patterns, cutting them out, and then sewing. However… you didn't do it right you didn't mess up your lenses, but there's no way to wear that as a mask. You put it in a trash bag in the secret compartment before putting everything else away and mending the clothes you brought down.

You then make sure everything's put away before heading upstairs to your room. You flop on the bed and try to study but…

You let out a sigh.

Gwen's avoidance of you is really bothering you. Was it because her father looked bad after the whole thing with the Black Cat? Maybe because of that person who's stalking her? Or, hell, maybe its because of the whole 'Black Cat kissing you thing' right after you confessed to her.

Oh god, what if she had been there following you? What if she saw? But your Spider-sense didn't trigger. Can it even trigger for stuff like that?

Eventually, you just worry yourself to the point of exhaustion and decide to go to sleep.

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_**End**_

_**To Be Continued...**_

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_**Please Review**_


	11. The Red-Headed Shut-In

**[CARNAGE] ARC**

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**Chapter 11:**

**The Red-Headed Shut-in**

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You look over at the clock with dread. Tonight, you will once again be meeting Mary Jane Watson. In your history with the girl, she is the ultimate bully. She beat you up, took your lunch money, kicked sand in your face, you name it. There was also the spaghetti incident…

You shake your head and let out a sigh.

It does help that you had trouble sleeping last night, so worried over Gwen's utter block out of you for the past few days. Was it because she saw you with Black Cat? Is she upset because her dad was made to look bad in the papers? Maybe its just because she can't talk to you after you confessed to her?

Man, can things get any worse?

You talked with Eddie Brock, your old friend you reconnected with recently. He's a reporter for the Daily Bugle. Last you saw him, he took a picture of you during your Capture of the Black Cat as 'Spider-man.' As he promised, he called you today and you ended up talking with him for a little while.

Seems like his church just got a new member to it, a man named Cletus Cassidy, though Eddie has yet to meet him. Could he be that man you met yesterday?

Regardless, though, he couldn't talk about it he's currently investigating three different cases, one just given to him by his boss, J Jonah Jameson. Seems like he's keeping busy, though it seemed like he was a bit under the weather.

Still, it had been a nice distraction talking to him, all things considered. Talking with an old friend seems to brighten his mood as the two of you talked about the past and he laughed at the fact Mary Jane Watson was returning to town. He jokingly promised to speak of how terribly you went out in her hands at your funeral and that the secrets of that incident would never be repeated to another person, so long as he lived.

Eventually he had to go as his girlfriend was calling and your talk with him came to an end. You spent the rest of the day adjusting Felix's tutoring schedule and keeping up to date on your schoolwork, with some studying in the meantime.

But, as always, all good things must come to an end. Its approaching evening and you promised Aunt May that you'd spend some time with Mary Jane Watson tonight.

…Joy.

Still, you should probably get ready.

You look at what you're wearing. You've got on loose jeans and a long sleeved shirt. You get up and freshened yourself up a bit, but what you've got on is good. You weren't told to dress nicely and you really don't want to dress up for Mary Jane Watson, either. Furthermore, if you dressed up weird to freak her out, she might try to beat you up.

Not likely, but y'know… past history.

You head downstairs and nod at Aunt May, who raises an eyebrow at your apparel as you shrug. She lets out a sigh and shakes her head as the two of your go over to Anna Watson's house. Minutes later, you're let into the house. Anna Watson looks a bit disheveled as she tries to look cheerful.

"Ah, May, Peter. Sorry, Mary Jane's being a bit… difficult."

She looks at you and gives a weak smile. "Peter, you're an old friend of hers, right? Maybe she'd relax at a familiar face. Would you mind going to get her?"

They want you to go to the pit that keeps the beast of hell contained and bring it out?

You know what? You aren't going to be afraid of a childhood bully. If she tries to reestablish that status quo, she's got another thing coming. He pulled one over on old sourpuss Jameson and got your money and she's no Black Cat. So, really, what do you have to be afraid of?

Nothing.

You nod at Anna Watson and start walking towards the stairs before pausing and looking back. "…Which room was she?"

"Top of the stairs, second door on the left, dear."

You nod and continue on forward, spider sense tingling. Mary Jane wants to be the end of your happy world? Well, tonight you are canceling the apocalypse!

You march to the second door to the left and knock on it, making sure that it makes a noise. And then you knock again. Nothing.

You knock again after a moment

A voice calls out. "I told you, Aunt Anna, I'm not going!"

The voice is feminine and sounds annoyed. There's no light coming from beneath the door at a glance.

You frown at her tone. What a brat! How old is she again? Shrugging, you begin to knock on the door again, this time using Morse code.

-"What a brat."-

There's silence on the other end as your spider sense continues to tingle. Maybe its just nervousness ingrained into you. But after a few seconds, the door cracks open.

The room's dark ,except for the illumination from a screen either a tv or computer- you can't tell from here. At the door is a mess of unkempt red hair- unlike Gwen's intent messiness, this looks failty- the result of someone who does not take care of themselves, it looks darker and dirty, greasy. A green eyes stares at you, ringed with dark circles, it looks both nervous and indignant- like the person is judging you.

As she stares at you, you feel your spider sense still go off, this girl bothers you.

The girl looks at you with the same look before recognition seems to set in her eyes seconds later, her mouth open as if she was going to say something until before it slams shut, just like she plans to do to her door.

You put your foot into the doorway, frowning. The door slams into your foot, again and again, but it only hurts a little bit as she stares at you with that you think might be horror. "Hey, this is really rude behavior, you know? After all, our Aunts put a lot of effort into things, so the least you can do is make an appearance, alright?"

Her eyes stare at you before looking at your foot, uncrushed by the door's dark and terrible powers, before looking at you again. As you stare at her, your spider-sense undoubtedly responding to your years of trauma and not the reality. After all, looking at this girl… she's defiantly unnerving, but she doesn't seem all that threatening.

"…fne"

She nudges your foot out of the door and closes it. You see the light turn on from the door and the sounds of movement. A few minutes later, the door opens and, her head covered by the hood of her sweatshirt, she gives you a look with her one visible eye and starts making her way downstairs, a gaming device in her hands.

As you follow her downstairs, you can't help but wonder. The girl who tormented you-the demon who tormented you for all those years- turned into this. It's almost… disappointing?

You shrug and when you reach the living room, both of yours aunts smile at the both of you. "Well, isn't that lovely? Peter, would you mind showing Mary Jane around the neighborhood and treating her to dinner?"

You Spider Sense is still bothering you.

You give Aunt May a long, flat stare as she gives you a sweet smile. "Treat her to dinner, Aunt May?

"This is starting to sound like you're setting us up on a date or something."

Aunt May and Anna Watson give you a too-innocent look as they exchange glances, trying to look skeptical before looking back at the both of you. "Wellllll, I suppose it /could/ be seen like that, Peter."

Your look becomes more deadpan and she lets out a sigh, looking at you sadly.

"Alright, fine. That's exactly what it was, Peter.

"Still, you can't help it if your Aunt worries about you, can you? I've seen you moping around recently, like a heartbroken teenager and I thought that from what I remember you always did spend time with Mary Jane when you were younger, even if you two did… roughhouse a bit. Even if you didn't work out, it'd be nice to see you have another friend, you always spend your time working or studying- never out enjoying yourself.

"Still, I won't force you to take Mary Jane out if you don't want to Peter. I didn't mean to upset you."

Your Aunt gives you a sad, apologetic look.

You glance over at Mary Jane, who seems to be about as miserable as you are by the glance she shoots you. You look over at your Aunt and Anna Watson before letting out a sigh.

"…Fine. But it is /not/ a date."

You emphasize the fact and then look over at the game Mary Jane is holding onto. "I'll show her around. You ready?"

Mary Jane gives you a long look before shrugging, the look over indifference and spite which you think might be her normal look, on her face.

You head out the door, waving to your aunt.

There's that arcade you visited yesterday with Harry not far from your house. Even if you'd rather not spend time with this girl, it'd be better to do something you both might enjoy than be abjectly miserable.

Even if her very presence is oppressive to you, your spider sense is at a low hum.

You arrive at Dillon's Arcade, the arcade you've gone to for years. It's been on the decline lately, but that's just how things go, you guess. Hell, they don't even have that Virtual-On machine anymore.

You walk in and look around. It seems a bit busy today, but there's a few machines free.

You challenge her to the new DC vs. CAPCOM- FATE OF FIFTY TWO WORLDS that Dillon's Arcade just got in. You managed to school Harry at it, so hopefully things should go well.

You pick a good character- Superman and she picks… Doomsday. You put your gaming mettle to the test…

And you are defeated. Again and again. No matter the character choice- she's better. When, at last, you admit defeat, you look over at her to see her look amused for a moment before it's gone, back under the indifference and scorn. Then again, having that damned sixth sense continuously go off didn't help any.

"…..lsr….."

You give her a look ,as you swore she said something.

Your eyebrow twitches in annoyance. "Well, how about we try Dance, Dance Revolution, then? You up for it?"

She gives you the neutral shrug as she has been doing and approaches the machine, taking the left spot on the machine while you take the right. You start off terribly, but very quickly find your tempo and start doing well. The song is hard, fast and difficult, but when the score totals come up at the end….

You won.

YOU WON!

You look over at Mary Jane who seems to be glaring at you, her eye narrowing before she mutters something so quietly you can't hear her. She then turns around and walks off.

You watch her storm off. As she walks away, your Spider-sense's buzzing goes away. When she's gone, its quiet. Well, she can cool off for a few minutes, you can get yourself something to eat.

You buy a hotdog and some fries and munch on them, scanning the area. By the time you're done, you don't spot anyone you know- including Mary Jane.

You take a quick look around the arcade, but she's nowhere to be found. Maybe she's in the bathroom? You wait around for a few more minutes, but still nothing. You go and ask the proprietor, Maxwell, if he'd seen Mary Jane.

The man, in his thirties pauses and nods. "Yeah, she left a little while ago."

Well, crap.

You take out your phone and call Anna Watson's house. After a few rings, the phone picks up with Ana Watson's tone. "Hello?"

"Hi, Ms Watson, did Mary Jane make it home? She kinda stormed out."

"No, she hasn't."

You let out a sigh at Anna Watson's worried tone. "…I'll go look for her, alright?"

After a few more moments, you end the call.

Time to go look for a shut-in girl who has issues. Who also was the girl who tormented you growing up.

Great.

You try looking around for her, but considering her hood was up and she was generally pretty quiet- it might be a bit hard to find her.

And it is- you don't see her anywhere. You look around, but it doesn't seem like she stopped in any of the shops or restaurants. However, you aren't an idiot- you also decided to ask around and- finally- you get someone who mentions that they saw her looking around nervously and slipping into an alley- after that, the shop owner declared- it wasn't his business to keep paying attention- kids can take care of themselves at that age.

You look down the alley that she allegedly went down.

That leads to a neighborhood you don't want to be after night falls- and its late evening.

You decide to follow the lead as you head in the alley. After a while, though, it splits into two separate paths. On foot you couldn't check both but on rooftop you might be able to get a better overview.

You climb the alley wall and the nearby building. Man, you wish you had your webshooters right now. Still, though, it takes you a few minutes, but down the left path, you hear some male voices. You can't make out what they're saying, though.

You move closer via rooftop until you're overlooking them. It's become full blown night by now and it's overcast- it might begin raining any time now- and you can only see things in dim illumination. As you overlook the scene, you see three large men cornering another figure against the alley wall below you. Its dark out so your profile is hard to see and they aren't looking up.

But what you see is-

A scattered, gaming console lying on the ground-light flickering out of its cracked screen and the figure against the side of the wall is wearing a hood. The men are talking quietly, but you can see one of them has a hand over the hooded person's mouth.

"Quiet, you -bitch!- How dare you fucking bite me! I'll fucking knock your teeth out, you whore!"

There's nothing good going on here and- most importantly-

Your Spider Sense is Tingling.

You don't have much on you, but you do carry a large cloth for cleaning glasses, which you stick to your face, covering your lower face with your adhesive powers.

The roof you're on isn't too high, so you're able to easily make a jump down there. You jump off the edge, using your arm to turn you into a flip so you can do a good directed kick right into the chest of the guy holding the hooded person, sending him knocked backwards as you tumble and stick the landing in a crouch.

You look back at the other two as the one on the ground groans.

"Jesus Fucking Christ, who the FUCK are you?!"

"He took down Jeff!"

You glare at them and try to scare them with the only thing you can think of-

"I'm Batman."

The guys look surprised and pissed.

"Hey, get this smart ass fucker! Kick his ass!"

They look more pissed than they were before and seem intent on kicking your ass. The guy you knocked down is getting up, holding his ribs.

You assess the situation. They're not as big as Flash, but they're angry.

You can use this. Your spider sense, even with the general interference that seems to come from Mary Jane's presence being there, it still tells you of different threats incoming and how dangerous they are to you.

You duck backwards as the first attacker throws a punch at you and push him from behind into the other one who seem to be charging as you kick them both into the third guy who seems to be getting up. As they untangle themselves you look back to the girl, who, as lightning strikes, reveals it to be Mary Jane. She's blankly staring at the scene in front of her with her one visible eye- you can't tell what she's thinking, other than a widened eye, there's no visible emotion. Her hoodie is ripped down the center and she's clutching at it.

The Thugs are currently untangling themselves nearby.

You pick up her game console laying nearby and hand it to her. You notice that the rain has begun to fall as she grabs it and you gently put a hand on her shoulder. Its hard to see, but you know you don't have much time.

"We have to go, now."

Your voice is gentle but urgent. As you pick her up, you think she might struggle, but she doesn't resist- letting you carry her off. The rain has begun to pick up and its getting harder to see, but you keep going.

In the dark and rain, you barely catch it, her voice is so quiet and easily overpowered by nearby noises, but she stares up at you. "Who are you?"

You look down at her, trying to disguise your voice. "Like I said- I'm Batman."

She seems to be snapping out of shock because she's looking more irate, like usually as she sees through your bluff. "Who are you, really now?"

You look down at her with a raised eyebrow. "You know who I am."

You take off the cloth covering your face as her eyes widen in surprise. "…Peter?"

You nod, adjusting her in your arms. "Now, let's get you home."

You navigate the way home through the storms, soaked to the bone, as you carry Mary Jane. Eventually you arrive at the door and set her down. She leans on you for a second, steadying herself, before you open the door and lead her in as she tries to keep her hoodie shut, easier as it seems to cling to her form now. Anna and Aunt May are in the living room, as is your uncle as they wait by the phone as their eyes, as one, turn to the two of you.

Aunt May and and Anna Watson seem to be in shock. "Peter?! Mary Jane?! What happened?!"

You look over at Mary Jane. "You go ahead and tell them, but first can we get some towels? We're both soaked like drowned rats."

There's a scuffle and before you know it, you're both covered in, large fluffy towels as Mary Jane begins talking, her voice quiet. "Well, Peter was showing me around. Neither of us got along well all things considered, but he decided to take me to an arcade because he thought I'd have fun there- we played some games and after he beat me, I walked out-upset. I thought I could get home, but I got lost and some guys started tailing me.

"I-I tried to lose them in an alley, but they caught up to me. They said they would do things to me, so I tried to fight back and bit one of them on the arm. Then they got angry and tore my hoodie. It was dark and then Peter knocked them away- they didn't notice him in the dark. While they were struggling to get up, he grabbed me and we ran as it rained. It took a little while but he led me home.

"It's my fault, had I acted better, this never would have happened. I'm sorry, everyone."

Mary tells the story, and though her quiet voice is full of emotion, her eyes remain dull- that look of disinterest and spite in them. It's unnerving, reminding you of your spider sense that still seems to go off. It takes a while but eventually a cop comes by and takes your statements.

The night wraps up and Mary Jane is led upstairs by her Aunt as you're escorted home by your Aunt and Uncle. When you get inside, Uncle Ben pats you on the shoulder. "Things might not have gone well, but I'm proud of you, Peter. You've grown into a upstanding young man I'm proud to call my nephew."

You give them a grateful smile as you head upstairs it get changed into some dry clothes. It's Saturday night and you still have some time left.

There's still time for you to get some work done on your costume, so you should do that. Before that, however, you should get a snack. You head downstairs and go to the kitchen. Seems like Uncle Ben's upstairs, but Aunt May is in the kitchen, making tea.

You have the opportunity, so you should ask about this- its been bugging you. "Hey, Aunt May, can I ask you a question?"

Aunt May pours herself a cup of tea and sits down at the table, gesturing for you to join her. "Of course, Peter. What is it?"

"What made Mary Jane move back in? Not only that, but.. She's very different from the Mary Jane I remember."

Aunt May grows pensive before nodding. "I probably shouldn't tell you- it isn't my place. But I asked Anna that myself. There was trouble with her family- her father, Philip- Anna's brother. We has a professor, you see. But, as the years went on the relationship between him and his family… soured. He became a cruel man, abusive. It took years to get Medeline, Mary Jane's mother to admit to it.

"But by then… the damage was already done. Madeline and Mary Jane tried to live on their own, but as the years went on, Madeline's health declined. She just passed away a little while ago, actually. With her father never allowed to be near her by court order- there was only two places to go- Anna's home or a foster family."

Aunt May lifts her tea and looks into it, looking old and weary. "That's why I wanted you to go today, Peter. I wanted you to help Mary Jane out of the shell she was in. I didn't want to say anything beforehand because you didn't really like Mary Jane, and I didn't want you only to spend time with her out of pity- she deserves better than that."

Aunt May sets down her teacup and looks at you. "More importantly, there's another matter I need to discuss with you. I know you've overheard that we've had a few problems with Bills, Peter and you've emptied out your funds you've been saving for your car. I appreciate what you want to do, but Ben's just gotten a raise, its why he's been working so much lately, and they won't be an issue anymore.

"That money is yours and neither Ben nor I will accept it. You should save it and use if, if not on a car, then something like your college funds. I know we should be more direct with you Peter and that our subterfuge has hurt you- so I decided to go ahead and tell you."

She finishes her tea and washes out the cup before walking over to you and giving you a kiss on the forehead. "I love you, Peter. You might not be our son, but we've raised you like it nevertheless. I'm proud of you."

She gets up and goes over to a cabinet and opens it, revealing their safe, before opening it and pulling out something- a sealed envelope. She hands it to you with a sad look.

"Your mother and father gave this to me before they left on that ill-fated plane trip. They said to give it to you when I thought you were mature enough. So, I'm giving it to you, Peter."

She hands it to you and heads towards the doorway, looking back. "I'll head to bed so you can have some privacy, Peter. Try to get some sleep, dear."

You look down at the envelope. From your parents?

You grab your snack and head down to the basement, where you originally planned to work on your costume. You lock the door behind you and head downstairs.

You open the envelope and remove its contents- there's a letter in there. You unfold it and begin reading it.

-"Dear Peter

-"This is your mother, and I'd like to write this message to you so that, one day, you might understand us a little better because if you're reading this, there is no doubt we have already passed on. Your father and I, we are undercover agents of a branch of the government- the Strategic Homeland Intervention Enforcement and Logistics Division.

-"There's been a number of incidents we've been involved in. Recently your father has begun working under Norman Osborn- to observe the man and his goals. However, after an experiment your father refused to finish, we had become… expendable. It is likely he will be watching you so if you feel like your life is ever in mortal danger, there is an individual you must contact.

-"He might seem rude and hard to deal with, but he cares about all of his employees. His name is Nick Fury- the director of our division. He isn't a man to involve over trivial things, but he can get you, May, and Ben to safety- new identities with protection. This is only a last resort, mind you, but If you have this- you're mature enough to judge when that is.

Oh, and your father, Richard, wants me to make sure you know something. He says it'll be very important and to remember it when the time comes- you mustn't forget this-

-"With Great Power Comes Great Responsibility.

-"I love you my son, be safe, be happy.

-"Mary Parker"-

You sit there for minutes, maybe- though it feels like hours. You blink back the tears- No, right now, you have to be stronger than tears. More than just a man. Norman Osborn can kill those well enough and, more than anything, if you tried just to kill him in revenge- you'll destroy the future you have built for yourself- the future that your parents tried to preserve for you.

You go over to the hard drive and take it out and go and take the computer, its easy to repeat the process now that you know how to do it, and shut down anything that can hook up to the internet before connecting the hard drive and turning it on.

The Screen pops up with the password command and you enter it, just like the letter

With Great Power Comes Great Responsibility.

It takes a moment after you enter it- and you worry, but then the words pop up

"Hello, Peter"

And there's folders, most of them are listed as 'decrypting.'

There's only two folders available-

You open Nick Fury's file, but there's just a word document with a phone number in it. There's nothing else in there, so you exit it and go to the next file 'The Suit'.

"What did you make, dad?"

You open the files and there's files with diagrams and a few videos. Seems like some are corrupted, but there's one here that works, so you watch it. When its over, you stare at the screen in shock-angry-hatred?

Your father made a cure for cancer with the help of Eddie's and before they finished it- Osborn wanted to make it into a weapon instead- a new way of making super soldiers- new Captain Americas- your father refused, disgusted by the thought. They made a base sample-even, before hand. No doubt its still in Osborn's evil little paws.

You clench your fists and grit your teeth- utterly disgusted by the idea. This is why your father and Eddie's dad died. You could be living in a world without cancer- right now-RIGHT NOW-with your father and mother and Eddie would be with his.

And Norman Osborn walks free, above the law.

You spend the night sewing- you're too upset to sleep- bet to channel your emotions productively- through sewing your costume.

You screw up the mask, cracking the lenses, tossing it in the discard pile. Following that, you decide to work on the jacket- the larger patters are easier and you find yourself making it much more easily- at decent quality, though nothing to write home around.

You then work on the pants and gloves, using the tricks you picked up from the jacket- they come out REALLY nicely. You set them aside and then look at the patterns once more.

The mask. You have two lenses left- if you screw up you'll have to buy more. Taking your time, you decide to do your best with it and, to your surprise- its actually really nice when you finish it. The lenses fit well and, putting it on, it is the right size.

You put on the costume and look at yourself in the mirror- This, this looks good.

This is a Spider-man people could respect.

You look over at the clock- its morning. You worked on the costume all night. You put everything back the way it was, everything that needs to be in the secret compartment is- and head upstairs in your usual clothes. You avoid your aunt and uncle and head to your bed.

You fall asleep in moments, dreaming of a monstrous Norman Osborn, who has you clutched in his claw-like hands.

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_**End**_

_**To Be Continued...**_

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	12. A Tangled Web of Lives

**[CARNAGE] ARC**

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**Chapter 12**

**A Tangled Web of Lives**

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You're Peter Parker- alias Spider-man- and you've all got proof that Norman Osborn killed your parents. You received a letter, given to you by your Aunt May, which was written by your mother. It contains a message to tell you to contact Nick fury if things get too dangerous for you as a last resort- it also contains the password for the hard drive.

And there you discovered something terrible- your father was making a breakthrough with a cure for cancer and, because he didn't want to make it into a weapon for Osborne- he, your mother and Eddie's parents were all killed.

Driven by sadness and fury, you finished your costume, well into the morning hours and slept through the day. That was yesterday- today is Monday.

Back to school…

You get up and get ready. There's no reason no to go, after all. You head out the door and go- you decide to head to the bus. As you head out the door, you feel your spider-sense buzz as you look and notice Mary Jane heading out of the door, a backpack on her bag.

She look in your direction before looking away, her voice so quiet its almost unnoticeable.

"…srry. Dn't knw way…"

You let out a sigh, seems like she'll need your help. Your spider sense seems to continue to buzz, even though the animosity between the two of you has seemed to have died away. Maybe it's a psychological thing?

You lead her to the bus stop and wait for the bus- she doesn't have a game console- it broke after all- but she does have a book, which she reads on the bench as she waits for the bus.

You go over and buy a newspaper, deciding to read it later before sitting down next to Mary Jane. You should probably try to make some sort of conversation.

"The other day… you alright?"

She gives you a look before looking back at her book. Eventually, she shakes her head after you lean back, probably thinking you aren't paying attention. "…no. But, thank you."

Her voice is soft, hard to hear over the traffic, but her words are heartfelt. Well, you're pretty sure. You give her a nod. "No problem. I… probably could have acted better myself."

She doesn't respond, but the tenseness of her hands grasping the book lessens. Eventually, the bus arrives.

You look over at Mary Jane. "Do you want me to sit with you?"

She shrugs, looking away and grabs an empty seat. It's your choice to sit next to her or not- she's seemingly indifferent. You're conflicted, part of you doesn't want to sit with Harry, but he's your best friend, too.

You point over to where Harry's at. "I'm going to talk with my friend, alright. If you need me, give me a signal. She nods and you move, sitting next to Harry. Your best friend, whose father murdered your parents.

Something nasty tries to swell up inside you at that thought.

You stare at Harry, doubt and something malicious plaguing you. You don't respond as you sit down, closing your eyes. But the scowl on your face says everything.

"Hey, Pete, what's wrong?"

You don't respond but you feel Harry slump next to you as you refuse to respond to him. The ride to school is quiet, plagued by turmoil.

How do you get over your friend's father killing your parents. Worse, you can't tell him why you're angry. Hell, can you even trust him? His father's rich. Why is he going to some crummy school- why is he even your friend?

Doubts bubble within you as you get off the bus.

To make your way to class, though you obviously don't want to be there. Mary Jane's gone, probably to her locker to the office. Still, you saw her go into the school. Harry- you don't want to think about him. So, when you arrive to Chemistry, its very awkward.

Gwen, not talking to you. You, not talking to Harry.

You sit through the day, barely there and finally lunch happens.

You go over to where Gwen's at, eating. You give her a tired look as she still doesn't look at you.

"Gwen, I'm sure I deserve whatever I did to upset you, but I've learned some new stuff. Whenever you have the time, we should talk."

When you finish talking with her, you head outside. You sit out at a table outside, the weather's getting colder, so not many people eat out here.

You sit alone and eat your lunch but after the situation with Gwen and Harry… it tastes like ash in your mouth.

You force yourself to eat and then dispose of your trash, waiting for lunch to end.

The day seems to drag itself to the end. Finally, you head to your locker as the last bell of the day frees you.

You head, like you usually do to go call Felix from the school phone for half a moment before pausing. You don't really need to do that anymore- you have your own phone.

You could just call him on your way back now.

But, you could also look into the calls from the school phone if you used it. That is, if they're still happening. You don't know- Gwen's not said a word to you.

You head to the phones, making sure you look busy. You pull out the want ads from the paper you bought earlier and look occupied while waiting to use the phone. You aren't able to do much without being seen- but you do catch one thing.

There's a member of the football team on the phone. You don't recognize the person, but they seem to not be on the phone for long, though they seem to linger for a second when they finish the call- doing what, though, you can't tell. They step out and look around and stare at you, but you are currently circling ads, tapping your pen against your chin, so they stop paying attention and walk off.

After a few moments you approach the phone.

You use the redial function on the phone to quickly call the number they called last. Two rings, then a familiar voice mail message-

Gwen's phone.

You hang up and look around the phone- you don't see anything obvious, just a small crevice by the side of the phone that's easy to overlook. You shake your head and call Felix.

There's a few rings before Felix picks up, he sounds tired. "Hello?"

"Hey, Felix, it's Peter. How are you feeling?"

You voice is sympathetic and Felix's voice comes across the line, softly. "I'm going to be fine now, Peter. Thanks for asking. Um…. Would you be able to come over? I'm not good for studying, but I'd like to talk with someone and you and I are friends, we are, right? Well, I thought you might help me out."

Felix's voice is embarrassed and nervous.

"Yeah, no problem, Felix, I'll be over in a little while."

You exchange some final pleasantries with Felix, confirming your plans to head over to his house. It will be a little while until you should get there, around five, and its only about two forty-five. You have a good two hours at least.

What should you do in the meantime?

You remember the football player, and you know of another football player you crossed- Flash Thompson

You look in the direction the football player went. You want to confront Flash- its one thing to go after you, but to go after the people you care about is too far. But, you have a more pressing concern- you should make sure Mary Jane gets home safely.

You look around, using your spider sense as a beacon. The school is emptying out- barring any clubs or sports that are meeting. Eventually , though, you find her.

She's sitting on a bench near the front doors of the school. She's got a book that she seems to be periodically reading, but she's looking around- when she spots you you see her put the book away.

The buses have already left. You gesture for her to follow you. "C'mon, let's go home."

She nods and follows- it takes a little longer than usual and by the time you see her off into her house to put your backpack away- it's about three thirty. You could waste some time here, or you could go out and do something.

You grab the newspaper from your bag and go downstairs- there's a note on the board from Aunt May- she's going to get a few things from the store- so you have the house to yourself for now- Uncle Ben won't get home until five or so.

You turn on the TV and flip to the news- there's something there-

-"BREAK-IN AT OSCORP"-

There's an article there on the news and in your paper- it seems like there's some property- experimental technology- that's been stolen from Oscorp. The weapons were patented but were major prototypes for flight based technology and theoretical stand ins for Kevlar, along with a few other minor things.

At the current time, the person suspected by police is the Black Cat, though the article notes that this is contrary to his normal modus operandi, especially since there wasn't a cat card left behind.

Regardless, the police feel that people should be on the lookout for any suspicious persons and if they have any tips, to sent them to the police hotline immediately.

You stare down at the paper, feeling oddly satisfied. Serves Osborn right.

A break-in at Oscorp, though, and Black Cat is suspected?

You head downstairs, locking the basement door as you go and grab your mask and put it on before pulling out the Black Cat's card and dialing the number. You /could/ use a public phone, but then she's hear your voice, unaltered by the mask.

The phone rings once- twice- three times- before she picks it up, a bit out of breath. "Spider, is that you? I thought you'd never call."

"Yup, I saw the news so I had to call. I'm still in the planning stages so it wasn't me and this doesn't have your style over it at all."

You keep your voice calm as she catches her breath, her voice becomes teasing. "Ah, you know me too well Spider, and you were waiting until we could do it -together.~" She pauses and gets more serious, her voice almost sounding angry.

"This wasn't me, and I'm actually upset people think that it is. The news isn't reporting it but there was a guard injured, badly, and that goes against my code of conduct. Furthermore, I like to have a challenge and there's no reason for me to steal something that can fly- this Cat likes to stay grounded."

"I want your help Spider-man. Help me catch and reveal the person responsible for this, please."

Her voice is serious and pleading.

"Yeah, I'll help- but I'm caught up with something tonight; keep an ear out and look for some leads. When we catch this guy... girl... whatever he might have some important intel on Oscorp.

Besides, you can't let scum like that run around- your Uncle is a security guard. Thank god that you know it wasn't him- he was home at the time of the break-in. But, if this guy was to expand wherever he was hitting…

Not to mention you don't have to give back what was stolen- you could destroy it or keep it for yourself.

Black Cat talks over the line, her voice relieved and grateful.

"Thanks, Spider… I owe you. So, busy this evening, eh? Well, that's fair enough. Are you busy ~tonight?~ I'd like to meet up with you."

You think about it, so long as you grab a short nap after hanging with Felix, you should be able to manage it. "Yeah, tonight could work".

"So, Kitty likes to play in the night, huh?"

Your voice is teasing as Black Cat laughs, a very pleasant sound as she continues to banter with you. "Of course I do, Spider. But its always been alone, maybe this time I'll have a partner? But it'll be my first time, so you'll have to be ~gentle.~"

"Still, though, I have an appointment of my own to keep Spider, I need to put on my a face- a girl never should go out without looking her best. So, give me a call when you're free and we'll set up a meeting place.

"See you later~"

And she hangs up. You sit there and relax. The call was decently long, you should probably be getting ready to go now. You've agreed to meet Black Cat tonight, so should you bring your costume?

If you have to return back for it- it might alert Aunt may and Uncle Ben, after all.

You take off your mask and look at it before grabbing your backpack and empty out all of your books, taking your costume and putting it into it. It's a bit risky, but it'll have to do.

Better than heaving to explain your costume's existence to Aunt May and Uncle Ben. After making sure everything's in order downstairs, you leave a note- saying you're over a Felix's place. You don't say you're tutoring, but she knows you can be over at Felix's place for a decent amount of time.

With everything in order, you look at the clock. it's a little after four, you might arrive a minute or two early-nothing too big.

You take you time walking there as you look around. The skies have some clouds in them, but it isn't supposed to rain again for a few days. According to the weather forecast you read, at least.

You ring the doorbell when you arrive at Felix's house and he opens the door with a smile, letting you in. He looks a little tired, but in good spirits.

"Peter, good to see you. Um.. Why do you have your backpack. We aren't studying today."

He looks confused at the presence of your backpack, but you wave it off, looking embarrassed. "Well, since I was meeting with you I stuck around school late to check out some books in the library. I got really involved in one on current material sciences- Well, anyway I kinda spent most of my time there before heading here."

Felix lets out a sigh and shakes his head, looking exasperated. "You don't have anything but science on the brain, do you Peter?"

He gives you a grin as he hobbles on his crutch over to the living room, where you normally study. "Well… this is rather new for me. What do you normally do when you hang out, Peter?"

You shrug helplessly. "... I have no idea... Watch a movie or play a video game or something? Is Magic the Gathering still a thing?"

You give a helpless look as Felix laughs before shaking his head as you sober yourself as you sit in your usual spot. "Well, I guess a movie, but didn't you have something you wanted to talk about?"

Felix looks away embarrassed. "W-well, I suppose. The thing is part of the problem was dealt with a little bit ago. I met this person, you see, our first meeting wasn't the best… They called me earlier today and it seems like everything's okay, they were just busy."

He clears his throat. "S-so, I was wondering if you could give me any advice, as I'd like this not to mess up."

You nod your head as you listen to Felix. So, he needs some advice. He probably met someone while he was at the hospital, poor guy. You're not the best at relationships, but you can tell him what you can.

"Well, how much do you know about this person, Felix?"

Felix looks thoughtful before shaking his head. "Not too much, why?"

You give a smile, at least you can give this advice. "You shouldn't rush things- get to know the person first. Learn what they like, what their hobbies are- that sort of thing. You shouldn't make them feel pressured, you might drive them off. But don't cross boundaries they're uncomfortable with, either."

Felix considers it and nods. "Yeah. You're right. I should get to know this person better. Thanks, Peter."

He gives you a smile as you shake your head. "Not a problem."

Felix smiles, turning on the TV, which is rather large. "So, what kind of movie would you like to watch?"

The two of you watch an action film- the cult classic Escape from New York- both of you talk through the film and enjoy it. When its over, you're both in a good mood as you feel your stomach rumble.

Felix seems about as hungry as you are.

"Should we grab something to eat?"

Felix looks towards the kitchen.

You nod your head and get up, the two of you having dinner like always- soup and sandwiches. Felix does most of the preparations while you set up. It doesn't take long and you're both enjoying the meal, making small talk. When the food's through the two of you sit and talk for a little while longer before Felix looks at the time.

"Ah, its getting late. I have to head to bed soon, Peter, so we'll have to call it a night."

You nod and grab your backpack as he sees you out. When you get outside, the sun's setting. According to your watch its Eight-thirty.

You grab a good out of the way area on a roof- climbing it when you can't be seen- that you wouldn't be able to be seen well, by other people or from the air, and change into your costume before setting your phone's alarm for an hour from now.

You then take a nap in your costume. When you awaken to the sound of your alarm, its entirely dark out- night has fallen and you have a meeting to set up.

You sit up and adjust your shoes- the one thing you had to buy- shoes with incredibly thin soles- thankfully not custom made, so you can easily use your climbing powers with them on.

You pull out your phone and call the Black Cat- the phone rings once before it is picked up. "Hey there, Spider. You made me wait, you know. I was getting nervous. Where would you like to meet?"

"Why don't you decide, Cat?"

There's silence on the other end for a minute or two- you think she might've hung up- before she finally speaks. "The rooftop of Our Lady of saints Church. You know the place?"

That place- you remember it. Most definitely you do- its not too far from here.

"Yeah, I can be there shortly."

"Good, see you then."

She hangs up as you look over the rooftops in the direction of Our Lady of Saints Church. It won't take you long to get there by Webslinging, but you could also try to reach it more stealthily from jumping from rooftop to rooftop.

You limitedly used your webshooters to websling around- and you have a new costume- you should show off some. But first- you web your backpack with your normal clothes to a wall- that's safe for now.

Then you're off- its enjoyable to do this, really. As you begin to fall you extend a wrist forward, webshooting out as you release and grab the web strand and use it like a pendulum to send you flying higher- again and again you do it.

The fast movement, the wind biting at you- its exhilarating. Forget a car- THIS is what it means to travel in style!

An a few minutes, you arrive at the Church's roof and wait- she's not here yet.

You sit in the shadows, the dark red and blues are almost unnoticeable in the shadows at the top of the church. However, even though you're on the lookout, you can't see where the Black Cat is coming from.

One moment nobody's there and the next, she's sitting on top of the church in the open- hard to see from below- easy to see from your position.

It seems like she doesn't know you're here, in fact she seems to be deep in thought.

"Huh, never took you much for the religious type."

She turns around, shocked as she sees your form before she smiles. "New uniform Spider? I'm flattered."

She walks closer as you lower yourself to her level as she gives your costume a critical eye. "It's still a beginner's work, but it looks nice. Though, I think you'd look better in black myself."

She steps away and sits down, gesturing for you to sit next to her. Your spider sense is silent and she's rather serious so you take the risk and sit down. She smiles at you before letting out a sigh.

"What do you think of me, Spider?"

You let out a sigh. "I don't know yet. From what I've seen you're smart, incredibly competent as a thief and you do go out of you're way to make sure no one gets hurt as collateral during your capers".

"I know that last time, to an extent, it was a bit of a game to you and this time, because someone else is using you as a scapegoat and because they got someone seriously hurt, it isn't. And in a weird way that's a little reassuring, that you have a serious side."

You shake your head, trying to say what you mean.

"Look, we're both running around on rooftops in masks, there are going to be some trust issues, but my gut says that while you aren't on the side of the angels, you're good people".

"So miss Cat, it is my pleasure to get to know you better, and I think it's time to turn that question back on you. What do you think of me?"

She stares at you for a few moments as you look at her before she shakes her head, a small smile on her face. "Well, you have a way with words, honestly. You also have your own self-interests, but you aren't a bad person- you don't force people to do things- you could have made Jameson give you the money, but instead you manipulated him to do it instead".

"Honestly, that can be a bad thing, but, after tonight, I'm certain- you're a good person and I want to know more about you."

She smiles and stretches before pointing a finger in your face. "But I'm not going to steal these answers from you, I'll get them fairly. How's a question for a question- honest answers only. AND I promise not to ask your name. If we're going to work together, we have to trust that what we tell each other is the truth."

"How does that sound?"

You shrug. "Alright, works for me."

She smiles and points at you. "Well then, Spider… Here is my first question. Was the kiss I gave you your first kiss?"

You remain silent before nodding as her eyes sparkle and she grins, pleased. "Good, you were mine, too. Alright, then. Your turn."

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_**To be Continued...**_

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_**Publishers Notes:** _Sorry for dropping it short here but I needed to look over some things first.

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	13. The Cat and The Spider

**[CARNAGE] ARC**

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**Chapter 13**

**The Cat and The Spider**

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Last time, you enjoyed an evening with your friend, Felix Hardy before switching into the apparel of your alter ego- Spider-man! This night, you agreed to meet with the Black Cat at the Our Lady of Saints Church to talk- it seems she's been blamed for a crime she hasn't admitted.

You've agreed to help her- after all, you might learn something more on Osborn- and whoever stole those things can't be up to any good.

But, upon arriving, you and the Black Cat decide to try an exercise to increase the trust between the two of you- you can't very well work together without /some/ measure of trust. Besides- The Black Cat has some… interesting assets…

You clear your throat, there is a question that has been bothering you- "How did you trick the police captain into thinking you were his daughter?"

The Black Cat smiles proudly. "Well, there was a lot of work there- I had to collect images of the girl and voice samples, hard to do normally, yes, but I placed some recording devices around the school she goes to. After that I had to craft a disguise and match my performance. On the night of the event- there was a cop keeping watch- all I had to do was look like I was running from the house, looking terrified, telling him I saw something and wanted to talk to my father- from there, it was simple enough to be brought by the officer to the Daily Bugle- not too much to do there.

"While Officer Stacy is a man who takes his job seriously, his daughter is the one thing that gives his life meaning- something easy to find out around the police department while in disguise. Naturally, it /was/ a bit of a gamble, would that lead pay off or would I have to subdue him? Thankfully my disguise and acting was up to par- he believed my story for long enough."

She shrugs. "From there, I think you know the details?" Her eyes light up with glee as she ponders her next question- "Alright, Spider, what hobbies do you have?"

You pause-

Your pause is only for a moment before you answer- she held up her part of the bargain- you need to hold up yours.

"I like science, actually. I spend a lot of my time studying it and the people who practice it. Its what I do with my free time, usually."

The black Cat raises an eyebrow, looking curious and somewhat skeptical, seems like it was an answer she didn't expect.

"So, Cat, what do you when you're not involved in the process of readying yourself for one of your burglaries?"

The Black Cat pauses- the same way you did. "Well, to be honest, I do have a civilian identity- it keeps me out of view most of the time and I keep myself in shape. But if you mean what do I do for hobbies… Well, I watch television and movies, I guess- I don't often interact with people."

She looks away, seemingly embarrassed by her answer. Seems like the Black Cat has things she's embarrassed about. "S-so, Spider… why did you decide to try to catch me?"

"Honestly? I needed the money to help out my family and the job market isn't my friend it seems. It was a better option than doing something illegal."

You shrug as Black Cat chuckles. "Hmm?"

"Ah, but Spider, isn't being a vigilante a crime?~" She leans over, poking you in the chest with a gloved finger. She leans in against you, smiling like the cat that got the canary. "So, really, we're on the same side, technically~"

You clear your throat. "S-so, why did you become a thief? I mean, you've clearly had extensive training and possess expensive equipment. Why do you use your talents to steal insured trinkets from rich people?"

She pulls back as a sad smile crosses her face. "That's a good question Spider- to be honest- my father was a thief as well, when he was alive. He was known as 'The Cat,' a gentleman thief, and he trained me to be the best- his successor. He always had a code- never harm an innocent person- those outside of the crime itself should be left as untouched as much as possible, only targeting those who got their money through dirty means, such as the mob. For that reason, he detested guns.

"But, during an incident, a cop mistakenly shot someone- a bystander- my father had two choices as the cop ran- get away or stay and save the person. He stayed and was arrested- and when he went to jail- apparently someone he stole from wanted vengeance- they had him taken out in jail."

She looks upwards at the moon overhead. "I want to try to make my father proud by continuing his legacy. So, as the Black Cat, I target the people who can afford to lose things- trinkets- while making a show out of it. The Black Cat is a spectacle, Spider, people look forward to each crime and how I'll get away- instead of dreading it."

You think about it. You know, better than most, how much losing your parents sucks and wanting to live up to their legacy.

On the other hand, what she's doing is actually pretty irresponsible- resources going to catch her could be going towards other, actual crimes. But- she could be doing a lot worse, with skills like hers.

"I can respect that. You could certainly be doing a hell of a lot more selfish things with your skills. And hey, now you're working towards busting some idiot who stole dangerous military hardware. If that's not noble thievery, I don't know what is. Though I'm not sure what Jameson did to warrant your attention. Is the Planet tied up in something crooked?"

She shakes her head. "Well, no, but the man in charge is pretty foul- always spinning people's motives into something worse. To be honest- that one was personal."

You pause taking it in as you think about another matter. "Are you sure you trust me with that information? About your father, I mean. It might be difficult depending on what records are sealed, but you just gave me a pretty huge lead to your identity."

She shakes her head. "Spider, my father taught me the beautiful thing known as fake identities- he was arrested and went to jail as Silvio Manfredi, a man who never married or had children. Who he really was- that went to the grave with him."

She look over at you. "You still haven't asked your question, by the way- did you want to continue?"

"But, Cat, that was my question. Its your turn, if you're still up for it."

Her eyes widen behind her mask as she slaps her forehead. "Right. So… do you have a girlfriend? Last time I was teasing, but I'm actually curious now. Are you taken?"

Black Cat tries to brush of the question as something she's merely curious about, but you can tell she's interested in knowing the answer.

"I mean, if you're uncomfortable with the question, I can always ask about something else."

You tense as you shake your head, Gwen coming up in your head.

"Well… it's complicated."

The Black Cat sits, looking curious. "Complicated?"

"Well… There was a girl I liked, you see, and I confessed to her before going to try and stop you- but she didn't reply- she just left and she hasn't talked to me since. But, there might be problems on her end, so I don't know, honestly. It's all a mess."

The Black Cat closes her eyes and lets out a soft contemplative noise. "Seems like she might not feel the same way, or she might feel pressured to not respond to you. Either way, it might be better to let her have some space- You shouldn't make them feel pressured, you might drive them off. But don't cross boundaries they're uncomfortable with, either. Or so a friend told me…"

She pauses and clears her throat, quick to change the subject. "So, what's your question, Spider?"

You pause and give a look at Black Cat- she says that's how she really looks, but if that's so… "So, I'm not going to be on 'To Catch a Predator' am I?"

The Black Cat stares at you- long and hard before laughing. "Well, a gentleman normally doesn't ask a lady's age, you know. But, still, I'm old enough to be legal, but I'm not old enough to star in porn, so no taping if we get up to anything, Spider~

"So, the answer there is no. Still, that makes me wonder- how old are you, spider? I assume you're not too far off- your voice is still young. /I'm/ not going to be on To Catch a Predator, am I?"

She throws your joke back at you as her question.

You raise an eyebrow under your mask at those words- you know those words, after all you just said them this evening, a few mere hours ago! To Felix Hardy- as you recall some words of the Black Cat- "It might be a wig, but this is my natural hair color"- who has white hair!

But, you talked to Felix's Father on the phone… or did you? Master of disguise and fake identities, after all. And what better disguise than an isolated, sick person?

Odds are… you know who the Black Cat is- very well indeed.

You process all of this without any of it seemingly showing- "Well, I'm old enough to be legal, but I'm not old enough to star in porn. So same rules apply to you, Cat."

Her eyes widen in surprise as she sits there looking amused, and pleased, thinking on her next question. "Are you still a student, Spider?"

"Ah ah ah, it's my turn to ask the question, isn't it?"

She pauses and bites her thumb as you wave a finger at her. "Ah, you're right, Spider. My bad."

You nod. Seems like she's really interested in knowing about you, still aren't you interested as well?

"Well, then let me ask you the same. Are you a student or did you drop out?"

The Black Cat pauses. "Well, I am a student, technically. I just don't attend most of the time."

That's another piece to your solution as she repeats the question. "Well, I'll ask again-Are you a student, Spider?"

You nod. You won't be the one to stop being honest. "I am indeed."

Its your turn for the question-

You know what? You know who she is, and she probably knows who you are- might as well ask and see if she takes the bait.

"Have you been doing all your tutor's assignments?"

The Black Cat look at you before a smile crosses her face as she talks in a much more familiar voice.

"Well I would, but I've been quite busy pretending to be sick while taking care of business, teacher."

She shakes her head looking much more amused. "Well, I had entertained the idea, but for it to actually be you…"

She gets up, stretching, offering you her hand. "Now that that's out- Let's go talk somewhere better lit and more comfortable than this old roof."

You let her help you up as you stretch. "We should go separate ways, best to not have the police after both of us."

She nods. "Alright, I'll meet you where we met earlier, got it?"

And she's off. Man she's good at parkour. Still, you have clothes you need to get- you should get on that. After a few minutes of web slinging, you find where you left your clothes and change into them, using the darkness of night to scale down to the ground and head over to Felix's house.

You arrive and ring the door bell- you're let in. The person who opens the door for you is Felix? Well, the person has the short, white hair of the Felix persona. Other than that, vibrant green eyes stare at you as the obviously feminine form in front of you only has on a long T-shirt and has a towel over her shoulders.

"Well, come on in Peter."

She steps aside and lets you in. "I'll be right back, I've got to grab a shower- the latex fits great, but its always best to shower after getting out of that costume."

She walks down a hall that lies between the kitchen and living room, and you hear the closing of a door moments later.

You watch her until she disappears as you look down. No, not now, damnit! Boner, you'll kill us both! And, somehow, you got the feeling of a reply 'you can no longer tell me what to do.'

So, you decide to wait patiently, trying to calm the raging transformation down below and take a look around, trying to distract yourself. You see what looks like an average living room, not too much sticking out to notice.

Seems like Felix- you'll have to get her real name- is good at keeping areas people might see clean of anything too personal.

You head over to the kitchen and make yourself tea- two cups readied for you and your hostess. When the Tea is finished, you head back to the living room and sit down- it's a fool's errand to try to go into her private areas where she keeps her innermost secrets locked away.

I know what I just thought, boner, Thankyouverymuch.

You hear the water turn off and a minute later the door open as Felix comes out, still in the long T-shirt, toweling off her wet hair. The shirt clings to her interestingly as she smiles.

"Tea? How thoughtful of you, Peter."

You use every ounce of your iron will to stare at her face and not… every other part of her body.

"Umnoproblem"

You clear your throat, crossing your legs as she takes a seat and begins to drink the tea, looking amused.

"So… What is your name Imean-Felix isn't it and I can't just go calling you Black Cat…"

As you do your best to get your words out audibly, she laughs. "I'm Felicia, Peter. Felicia Hardy."

She looks over at you shaking her head. "I don't go around my house in anything uncomfortable unless I have to, Peter. And, since you know who I am, you'll have to learn to deal with it. Though, I do miss the bantering you did before- should I be straddling you?"

You swallow as you keep your eyes on hers, as she shakes her head. "Relax, boy. I'm not doing that. Still though, we have other things to talk about."

Her posture stiffens as a more serious look crosses her face. "The plan for capturing the Oscorp thief. So, to account for your presence in the plans- what exactly are you capable of- whatever you tell me will be in confidence. Neither of us is stupid enough to cross the other. Besides, I'm not that much of a bitch."

So looks at you, expectantly.

You pause, pulling out your webshooters out of your bag. "This is the first part, I made these- they're webshooters- they're how I move about town and subdue things."

Felicia carefully picked it up and looks at it, impressed. "So, this is your white sticky stuff you covered me in?"

You freeze at her words before nodding. "Yeah- technically it's a shear-thinning liquid that's an adhesive, but it looks like webs, so- webshooters."

You clear your throat as she sets down your webshooter and looks at you. "What I'm about to do- don't freak out, alright?"

She nods as you kick off your shoes and climb the wall-her eyes widening in shock before you flip and land on your feet. "How the hell did you do that?"

You clear your throat. "Well, I got bitten by a spider… and it gave me superpowers. Enhanced strength, speed, agility and the ability to climb walls. Whatever it did seems to have stabilized, so…"

Felicia stares at you, thoughtful. "That's why you're interested in Oscorp, isn't it? You want to know exactly what bit you and what else it might do?"

She doesn't seem repulsed by your abilities, she actually seems rather worried for you.

You shake your head. "Well, not entirely- that's the least of my worries from them."

Her brow furrows as she looks at you, confused. "What do you mean?"

You look at her- she's worried about you. So you'll give her, if not all of the truth, then the relevant information. "Well, they want me dead- the scientist behind the spiders, Dr. Smythe wanted anyone, if they were bitten by a spider… taken care of them as an accident. There's more, but a lot of that's based on hearsay than evidence, so I'd rather not bring it up."

You frown and look her in the eyes. "Besides, I don't want you getting on their targets investigating when you and I will do that eventually anyway."

Felicia looks at you and sighs. "Alright, got it. But if anything else becomes relevant, I expect to be informed, got it?"

You look at her seriously and nod. "I wouldn't put you at risk like that."

She smiles at you softly before looking at a clock. "Oh, dear, the time…"

You look at your watch- its after one in the morning. "Oh, crap."

Felicia looks over at you. "Should you head home? I mean, your family must be worried after all. If you'd like you could call them and stay the night- I do have a guest room."

You give her a nod, using her phone to call your house- they have caller ID, so best to make sure everything appears normal. The phone rings three times before its picked up. "Hello?"

Its your Aunt May. "Hey, Aunt May, I was tutoring Felix and we lost track of time and he offered for me to stay the night instead of trying to go home, is that alright?"

There's silence then your aunt responds. "May I speak with Felix?"

"Sure, just a second. My aunt wants to speak with you, Felix."

Felicia takes the phone and answers in Felix's voice. "Hello ma'am? No, that's right. I apologize, it was my fault. -My father said it was alright. I'll make sure he calls earlier from now on. Bye."

Felicia hangs up the phone. "You're Aunt is a tough one, alright. She says you can stay the night, but if you do it again, you'll need to call earlier from now on so they don't get worried."

Yeah, sounds like Aunt May, alright.

Felicia takes you by the wrist and leads you down the hallway. "C'mon, this is the room right here-"

She opens the door to a room and flips on the light to reveal a room littered with costume and disguise parts everywhere, the bed is messy looking- overall the room is a wreck. Felicia rubs at her hair, blushing. "Sorry, Peter, I forgot I haven't cleaned that room in forever- I never have any guests."

She drags you to another room, opening the door and turning on the lights. This room is much more clean- a large-probably king sized- bed in the center with different jewels or knickknacks all around the place-probably thing's she's stolen- there's a familiar catsuit laying ontop of the bed, along with a wig.

Felicia looks at you, a hand twirling at her hair a bit nervously as she doesn't look at you. "W-well, I don't have anywhere else to put you, which is my fault entirely, you'll just have to stay the night here with m-me. The bed should be big enough for the both of us…"

You give her a smirk. See how she likes it when the awkward shoe is on the other foot. "My oh my you work fast. Dinner, a movie, a stroll through the city and now you're taking me to bed? Didn't know you thought I was so easy."

Felicia freezes and blushes. "I-I don't think of you as easy, but I-"she mumbled off, looking away.

She's nervous- probably just as nervous as you. "I'll sleep in there if you insist, otherwise I'm fine with taking a chair."

You move to pull away, but you feel a tugging on your arm as Felicia doesn't look at you. "Y-you don't have to do that, I mean it is my fault and my idea for you to stay over and I just want to sleep tonight, alright. …M-maybe next time-"

She cuts off as she pulls you into the room, pulling the catsuit and wig off the bed and tossing them to the side. "J-just l-lay down, alright?"

"Alright- you mind if I grab a shower first?"

She pauses and nods, showing you to her bathroom. After you step through and close the door, she calls through. "Hey, Peter, hand me your clothes, might as well go ahead and get them washed since your wearing them tomorrow, alright?"

You hand off your clothes except your underwear to be washed and, after a cold, cold, shower, head back to Felicia's room, the only room with lights still on. You awkwardly walk in and go lay down as Felicia sits on the edge of the bed, gesturing for you to lay down. After you do so, she turns of the lights. You hear fabric rustle and her slip into bed next to you, a little distance away.

"Goodnight, Peter."

You look over and see Felicia trying to sleep and try to go to sleep yourself- its an awkward position in and you find sleep to not come easy. But, before you know it- its morning.

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_**End**_

_**To be continued...**_

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_**Publisher's Note:**_

**Agent-G: **Well there you have it Agent-G, Felix Hardy was never an OC, relative or genderbend version of Felicia Hardy, it was just a cover up.

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_**Please Review, follow or favorite**_


	14. NILBOG HIGH

**[CARNAGE ARC]**

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**CHAPTER 14**

**NILBOG HIGH**

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A week has passed since you spent the night a Felicia's house. It was an awkward night and you woke up with her wrapped around you, obviously it was all a scheme for her to siphon your body heat. Still, things were pretty awkward. But, you're both still talking- which is better than some relationships…

Gwen's still not talking with you and Harry seems a bit depressed, that is, the few days you've seen him…

Felicia's busy looking into the thefts as Oscorp while you spent the week being rather busy. To start with ,you've been making something in your free time- you call them Spider-tracers. You're not entirely sure how the science works, but you've synched the trackers up to your 'spider-sense' wavelength, allowing you to detect and track these when they're active within three hundred feet. You made three, but know how to make more.

You've also looked into things- assisting Felicia, the Black Cat, with her looks into the Oscorp Break-in. You aren't much help with your limited information gathering and detective skills, but you tried your best.

More importantly, you talked with Flash Thompson- you took him aside when you found him alone and confronted him about his players harassing Gwen- to your surprise, Flash was completely shocked by this- both your attitude and about Gwen being harassed. Seems like he's fine with picking on you, but girls are not to be messed with- he'll get to the bottom of this- any names or descriptions you give him will only help. So, that's what you did for several days, observing and telling Flash of the people who went to the phones- He's got an idea of what's going on. Seems like his respect for you for standing up for Gwen has given him a better opinion of you- he's asked for your help for tutoring, he'll even pay if he needs to.

You haven't gotten back to him on that front, but you HAVe managed to overcome both your irrational anger and shame to talk with Harry- you apologized and asked for forgiveness for your attitude lately. Harry seemed to relax at that- seems like he was worried there was something wrong that he'd done. There's some work to be done, but you should be able to patch up your friendship with Harry.

Mary Jane- well she's been around- she's gone with you to school, even on the mornings you jog- which was sad- seeing her exhausted and flushed as she staggered to school- you stopped doing it after the first time. Your spider sense still triggers around her, but you're learning to tune it out. Its obviously just a psychological reaction to your childhood. Well, probably.

Today, though, your Spider-sense has been going off like Mad ever since you woke up- it seems like there's something above you that's detecting as a threat circling you like a bird- but you can't see anything.

You take a larger backpack than normal and put your costume in it. Seems like there might be trouble on the horizon- best to be prepared for it.

You have school today, so it'd be best not to tip your hand. All that it seems to be doing is circling- not moving any closer. If you do something, it might act. You don't know if it's watching you or planning to hurt you, but the bet would be on the latter if you act weird.

You stuff the costume and backpack into your locker and head to class.

You keep a metaphorical eye out for trouble and, if you wouldn't know it, there it is. Through the open window, a small jack-o- lantern lands on your desk, it seems to be laughing.

And you'll be damned if your Spider-sense isn't going off. As does Gwen's as she turns and looks in horror at what's on your desk.

"Ahahahahahahahahahahahaha"

You grab it and, quickly, throw that thing out of the fucking window! It goes flying and it -detonates- with enough force that, had it been closer, might have damaged the school from here.

The class is in a panic as everyone is running out. But you? You came prepared. You run to your locker as the school evacuates and grab your bag- rushing to a bathroom and quickly changing in an empty stall- as nice as the costume is- something easier to change into might be better!

But, soon, you're Spider-man- and there's an asshole whose ass you have to kick.

Even with all of the panicking people- they don't look up, so you're able to use the ceiling to exit- unnoticed by the common person and escape to the roof via a window, where you use the one thing Black Cat gave you- a wireless phone with an earpiece that can be beneath your costume.

You call Felicia- "Hey, Cat, why is there some psychopath throwing pumpkin shaped bombs at me? They /really/ pack a punch."

There's silence as you hear her sounding confused. "I'm sorry- what?"

"Someone through a pumpkin shaped bomb at me, it was laughing, too. It explosion was bigger than something that size should've been."

"I /might/ know something, I'll need a minute! I'll call you back with info!"

She hangs up. "Story of my life…"

You head to the side of the building and pull out your phone from your pocket, you see the bastard and snap a picture, but the sound is enough to draw his attention, and you grab another one. She's dressed in what looks to be orange and dark-blue, with a hood over the head and wings on his back. He's got several satchels, probably with more pumpkin bombs, and two sheathes at his sides.

He looks up and the face is even uglier- it looks like a Goblin, surprise on his face. "Spider-man?"

He shakes his head, waving you off. "Go away and I'll spare you, this /once/. Do not waste my generosity. I have no need to fight you."

He seems to be heading into the school- his intent isn't because he found you out. He's after… Peter Parker!

"Hey, What did the educational system ever do to you, huh?"

You Jump to the ground and extend a wrist, webshooters hitting his satchels, webbing them shut.

"Listen, I know the education system sucks, but bombing the schools doesn't help. Why don't we have a trip downtown and discuss this with the school board?"

The goblin turns to you, chuckling. "That's pretty good. Aha-haha-HAHAHA-"

Your Spider sense goes off as his laughing increases, to painful levels. /"HAHAHAHAHAHAHAHAHAHAHA!"/

His laugh- it /hurts!/ You collapse to your knees, clutching your head as you see him simply RIP off your webbing like it was a bad piece of tape!

You stagger to your feet, and web his damn mouth shut. It isn't a good shot and he'll probably just rip it off, but …

"It wasn't /that/ funny!"

The freak reject of a D&D convention rips off the webbing, sneering at you. "Well, no, but its funny. I'm going to kill my target, then you. I'm going to be the talk of the town, you know!"

"Okay, see, now THAT's funny. Only people who are going to be talking about you are the local style columnists, and I do not think they will be kind. Don't you know? Tattered cloaks are so last year."

You let lose a barrage of webs to his face, as fast as he can tear them away, you're putting them back- and closing ground!

You get into his melee range and begin an onslaught of quick blows- to his gut, mainly. Lower torso, lower torso, lower torso! You fist hits him again and again! But, it hits into a hard material that's soaking in the blows!

In the midst of your barrage, you slip a spider tracer onto his cloak while his face is webbed. Then continue your assault with three more hits! You know he feels it some as he roars in rage and pulls out two shortswords from their sheathes, that ignite with fire!

You learned that fire was bad a long time ago and quickly get out of range of his knives as he rips the webbing off, breathing deeply. You hear a ring in your ear and answer the call.

"What's the word?"

"Spider, he's got some sort of explosive Oscorp war working on, along with two prototype thermal weapons. They can heat to deadly levels, don't let him get them out- they're incredibly dangerous!"

"Yeah, tell me about it."

You keep an eye on the goblin- he puts the swords away as you hear thrusts ignite. "Next time, Spider-man. Next time."

He starts laughing that awful laugh again!

You collapse to the ground, writhing in agony from the physical pain inflicted by his demented laughing. His flight pack is activating and he rockets off- you can sort of notice the way he's going, but he's out of range by the time you can shakily stand to your feet.

You see Flash Thompson nervously approaching you.

"Hey, you're Spider-man, right? You okay?"

You stagger to your feet, feeling the worst you've ever felt since that spider bite. But, got to look strong. You shake your head. "I'm fine, just have to stop telling funny jokes around that guy."

You look at Flash. "Hey, kid. Is everyone alright? Nobody was hurt?"

"I-I don't know."

You stagger over and put a hand on his shoulder. "Then find out- if anyone needs medical attention, get them some- I've got to go chase that madman down. I'm counting on you-"

You trail off as he snaps to attention. "Flash, Flash Thompson, sir!"

You nod. "Well, I'm trusting you with this Flash. Please don't let me down!"

You websling over the building and onto the roof, you can hear him calling out "I won't!" in the distance. You, on the other hand have to reestablish an identity- you head back to the bathroom and change into your normal attire- hiding your costume on the roof where people can't see it- you'll have to get it later.

You lost today- badly. The taste of defeat- its stuck in your mouth. You stagger out of the school as Flash Thompson spots you. Parker, where the hell have you been! You don't look well, man."

You nod. "I hid out- I was scared, Flash. I'll be fine, I just- need to rest."

He nods and helps you over to a bench. Harry's by your side in moments, but Gwen's watching you, nervous- there's a look in her eyes that says she knows something about what's going on.

You have to get to the bottom of this- you're not sure how much longer you'll last with this Hobgoblin coming for you.

Someone's put a hit out on you, hiring the person who stole all of this equipment from Oscorp- to get you. But only after you were close to cracking who was stalking Gwen- There's a murderer at Midtown High- and he's lurking right beneath your nose.

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**End**

**To Be continued**

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**Please Review**

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**Publisher Notes:** Well there you have it Peter's 1st defeat.


	15. To Catch A HobGoblin

******Publisher's Notes:WARNING:** **Future chapters will become more violent and gruesome, there will be blood and some deaths, just like in the following comics of Spider-Man, for that reason this story will be rated-M, if you are uncomfortable or unable to handle these future chapters then please leave now, read at your own risk, I will not be held responsible for how this might affect you negatively. You have been warned.** Now enjoy your chapter!

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**[CARNAGE] ARC**

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**CHAPTER 15**

**To Catch a HobGoblin...**

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It takes you a few days to get fully recovered- your Aunt and Uncle have had you under supervision for the past week as you recovered- the school's closed and there's an investigation into the 'Hobgoblin vs. Spider-man' incident. Much as you can tell, Jameson probably wants to lambaste you, but considering that you saved a school of kids from a nut job bomber with stolen technology- you're passed off in the heroic light.

Or maybe Jameson has grown fond of you? Heh- yeah right.

Regardless, the Hobgoblin's been laying low- your spider sense hasn't been ringing, even though you're Peter Parker- maybe he got scared off?

Regardless- you need a way to beat him. Today's the first day you're off 'Aunt-May-Watch' and are able to move around. Gobby's a threat- so long as he has that laugh you can't touch him. School will be starting back up in a couple of days- the mayor's been ordering beefed up security and other measures for all schools in light of this- while Oscorp has undergone questioning.

The Black Cat- thanks to the photos you sent her- was able to anonymously pass them to Eddie Brock. So, as far as everyone's concerned her reputation has been cleared. She's kept in contact with you- as Felix- and picked up your costume for you in your stead.

Harry's called you several times… and Norman Osborn called you - just once- personally apologizing for the havoc his stolen items have caused you. You thanked him for his concern and he waved it off- "you're one of Harry's friends and you're a talented student- when you graduate, I'm sure Oscorp would be glad to have someone of your obvious Talent."

You thanked him /again/ before he ended the call- you were able to mask your true feelings towards the man, but is he onto you? Or is he just trying to snare you in an entirely separate web?

More importantly - You still have to confront Gwen. She knows something- something important. But if you approach her- her stalker might send the Hobgoblin after you again.

You go downstairs to the basement- to your lab and try to think of something to counter the Hobgoblin's laugh. If it were as simple as wearing sound blocking headphones, that's be great but- it isn't just the sound that's doing it.

Based on what Felicia could gather and you could extrapolate from that information- the Hobgoblin's laugh is a sonic wave- its effectiveness dissipates over distance, but anything hit needs more than to not hear the sound- the sonic wave itself is pulverizing the person hit by it. You need to be able to prevent the laugh from hitting you.

So- what it comes down to is that there's only several options-

-prevent him from laughing  
-find a way to negate the sonic waves  
-keep to a distance  
-keep out of dodge of the damn laugh

The easiest way would be to keep to a distance or out of dodge of his laugh. The next would be preventing him from laughing- hurting or irritating his throat could do it. As for finding a way to negate the sonic wave?

Well, sure, if you had a lot of money. There's a chance noise canceling headphones might give you an edge- though.

Whatever way you go, it'll take time effort, and probably a good chunk of cash.

You shake your head- you should go see Gwen.

You stretch and get ready to go before going to Gwen's house. The bright daylight should help you out at least, right?

You go upstairs and out the door- heading towards Gwen's house. When you are on the same street as her- you feel your spider sense begin to tingle in the direction as you try to walk closer. You feel things all around you and, as you look- you see them. Cameras- all sorts of surveillance cameras across the neighborhood- a neighborhood watch big brother-

And several of the closer cameras are focusing in on you- each one triggering your spider sense.

You pause, glancing at the cameras before pulling out your phone, acting as if you got a text. You read it and let out a sigh before turning around, walking off. The camera seem to follow you for a little while, before they vanish.

When you feel that you're out of their range, you get out of dodge- that was too creepy. You let out a sigh once you're a good distance away.

So going to Gwen's house on your own in the middle of the day is bad- got it. Maybe Felicia put some of those cameras up? You give her a call.

"Cameras? No, I already took down the ones from the school- near her house? Didn't want to risk it. Hmm… I'll look into those. Give me a couple of hours and I'll call back- unless you want to come over?"

"Sure, I'll be over in a little. See you then."

You head on over to Felicia's home, making sure nobody is following you. Your spider sense is silent as you walk up to Felicia's house and ring the doorbell. The door opens and you enter, seeing Felicia, in a different Long T-shirt sitting back at a computer desk that has been dragged out into the living room.

She looks back at you and smiles. "Ah, Peter, glad to see you!"

She gets up and bounds over, wrapping you in hug. "That's for helping me clear my name. By the way- I've looked into that camera situation- seems like after my stunt the neighborhood agreed to have them installed- they're wireless- so if anyone's using them- that's how they're spying on you- I'd bet it's the Hobgoblin or whoever he's working for."

"Any clue to who's doing it, Felicia?"

You ask her, your voice soft in her ear. She shivers, but her tone is amused. "Not yet, but I'm working on it. I don't have any clues on the Hobgoblin, but there's a good chance your hunch about his employer being at your school is correct- there's no reason why he'd move against you other than your confession to miss Gwen Stacy."

You tense as her arms wrap tighter around you. "Relax, I know the whole story, besides you aren't pulling away~"

She traces with her fingertip a heart shape on your back, above where your heart is.

"Still trying to steal my heart? And here I thought you were reforming your thieving ways"

You dramatically quip, your voice heavy with sarcasm. Felicia pulls back, grinning as your spider sense tingles. You step back, dodging her trip attempt as her grin grows. Again and again she tries to trip you but you keep dodging- it turns into an almost waltz. The two of you continue your little dance- her arms around you, one of yours around her, as you move across her living room.

All things must come to an end, though,- you spot the bare carpet behind her before you grin, moving your foot and tripping her as she tries to trip you, her arms making sure that both of you fall to the ground, your legs tangled together. You look down at her and grin.

"Tell me, Ms Hardy, was being tripped part of your plan?"

She looks up at you and returns an impish grin. "Of course!"

Before she pulls you closer and leans up- capturing your lips in a kiss.

You wrap your arms around her and lean in further, returning the kiss. You hardly notice it when she rolls you over, laying down on you to press herself against you.

Your hand travels down her back and rest on her rear- her shirt riding up giving you a better feel as she groans into the kiss, grinding against you- before she stops, pulling back.

She swallows, breathing deeply as she looks down at you. She remains where she's at staring down at you.

"We really shouldn't, Peter- not until this whole thing with that girl is sorted out. Besides-"

She brushes some of her hair to the side. "I like you, Peter, alright? I really, really do- but we should focus on more important things, like making sure you don't die."

She leans in and captures your lips again, this time chastely before pulling away. "I'm not going to stop stealing things here and there- but… I might start stealing from the people that deserve it- like the ones after the guy I like."

She gets a dangerous smile on her face. "And I'd like to be there to aid you sometimes, too. So- how do you plan to take this guy down?"

You clear your throat, and head as you look up at her. "Well- there's multiple ways I might be able to- I could prevent him from laughing- damage his throat, maybe with some sort of pepper spray? I could keep to a distance, or keep out of dodge of his laugh- or I could work on something to negate the sonic waves of his laugh- but that last one's expensive."

Felicia blinks down at you. "Is that all? Just give me a number."

You blink stupidly, enjoying the feeling of Felicia against you- it's a really nice feeling. Felicia grins down at you. "I guess you really are happy to see me, but-"

She flicks your nose. "Focus."

You let your mind focus on what she told you. "What? I mean- I couldn't- if you're sure- I suppose it'd be-"

You shake your head. "I'm not sure, alright? I- I'm not comfortable with just taking your money, alright?"

She lets out a sigh, closing her eyes before opening them. "I have a lot of money Spider- a lot of it invested- I can do a lot worse than spending some of it to help work on some protection from a crazy madman with a sonic laugh. Besides- there's other applications of such a thing- patent it and sell it."

You shake your head. "No- I might have enough, I just don't want our relationship to be based on money- I'd feel indebted to you."

Felicia gives you a soft smile. "Alright, how about this? I'll match whatever amount you put in- penny for penny and in return- I get my own outfit if our research pans out. Is that more acceptable?"

You think about it. "Yeah, actually- that does make me feel better about it. Thanks for understanding."

She nods before looking at the clock- when she looks back, there's a devilish grin on her face. "Well there's still plenty of time…"

She pulls you back into another kiss- one after another chaste kiss- teasing you as she grinds against you before she pulls you back into one last kiss- stronger and more passionate than the one you got when you first met her.

When you can finally think straight after you both pull away, Felicia's giving you a childish grin before she gets up, pulling you up along with her. "So, Professor… where do we begin?"

You get up and stretch, grinning at her. "Why, the Library, my dear Watson!"

You freeze- Sherlock Holmes is ruined forever! Curse you Mary Jane Watson! After a few moments you collect yourself- as Felicia watches you bemused before she nods. "Alright- just let me get changed."

She walks down the hall to the bedroom- a few minutes later she walks back out- still short haired and female looking, but dressed in a shirt and short skirt. "Well, I'm ready to go, Peter. Shall we?"

Your eyes widens but she puts up a hand. "Peter- I'm more than capable to go out as myself sometimes, you know. It isn't like I don't exist- I keep my identity valid and in use, after all."

She walks over and presses the button for the door to open. The sunlight glistens off of her white hair as she gives you a breathtaking smile, extending a hand out to you and taking yours.

"C'mon Peter, Lets go. It's a beautiful day!"

The two of you head off together in the sunlight.

* * *

**Area Unkown**

"No-No-No-No-NoNooooooooooooooooooooooooooooooooooooo-"

CRACK

The figure smiles, covered in blood as it cuts open the man's stomach grabbing the entrails and tearing them- joining them with more to form a question mark- pinning it to the wall with sharp sticks. The figure steps back, kicking an arm out of the way as it surveys its work, a crazed grin on its face.

"That should get his attention nicely."

It walks over, removing the bloodstained smock before using the sunk to wash up. In the mirror the parts have a message that the figure looks back at with a satisfied smile.

_/CAN YOU CATCH ME_

SPIDER-MAN?/

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**_End_**  
**_To Be continued..._**

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**_Please Review_**

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**_Publisher's Note: 6/9/2014 Mon._**

Forgive me for forgetting that last part when, but when I read through my word documents I could have sworn it was still there. Must have overlooked it.


	16. Back to School

**Publisher's Notes****: WARNING:** **Future chapters will become more violent and gruesome, there will be blood and some deaths, just like in the following comics of Spider-Man, for that reason this story will be rated-M, if you are uncomfortable or unable to handle these future chapters then please leave now, read at your own risk, I will not be held responsible for how this might affect you negatively. You have been warned.** Now enjoy your chapter!

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**_[CARNAGE] ARC_**

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**CHAPTER 16**

**Back To School**

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Last time, you agreed to Felicia Hardy's help to develop tools to defeat the hobgoblin. You headed off to the library with her, it seeming like a wonderful day.

The two of you arrive at the library, enjoying the walk in the sun. Felicia's arm stays wrapped around yours as she leans into you. The two of you are making small talk and having fun, but eventually, you arrive at the library.

Felicia lets go and seems to be interested in looking into something, so she waves you off and heads off deeper into the library.

There's research to be done.

You spend your time hitting the books, looking for anything that could help you. Some sort of noise canceling device could be helpful… maybe, but it'd still leave you at risk of his sonic shockwave. And that thing hurts like the dickens. And, even if you somehow did manage to create a device to neutralize it, then you'd have to carry it on yourself- and it could be damaged or targeted by him, putting you back to step one of the problem, with an angry Hobgoblin in your face.

No, no it'd be best to stop as much of it as possible. You look into insulation and noise dampening materials, but there's nothing existing right now that can do what you need it to. Well, not unless you want to be almost immobile, at least.

But…

Eureka. If you could take the properties of this soundproofing and put it into that compatible insulation material there, it /should/ theoretically do the job. Now, to make sure that it can work as a substance.

You spend hours working on the theory, balancing equations and formulas until you get something stable- though, with all of the effort you've put into it, it's more of its own unique substance now than simply a marriage of its components. Putting away your notes, making sure to not leave anything behind, you look around now that you've broken out of your trance to see Felicia in the chair next to you, her head resting atop a closed book- fast asleep. The way she's laying obscures the book's contents to you.

Seems like she's been waiting on you.

You carefully lean over Felicia's shoulder look. Your face is inches from hers, but you're able to get a look at the book. It seems like the title of the book is-Tips for Dating for Beginners. However, you see something under the edge of the book, scooting it out without disturbing her, you glance at it.

You recognize the titles- they're a bunch of books for beginners on different sciences. You look at it before sliding the paper back under without disturbing her before leaning back and gently shaking her awake. The transition between asleep and alert is instantaneous, as her eyes dart over to your arm before she relaxes.

Sitting up and stretching, Felicia lets out a yawn before giving you a grin. "How'd it go?"

Her arm is covering the book as she subtly slides it away. You don't comment on it, smiling at her. "Oh, pretty well. I think I have something that might work, but it still has to be made. That'll be the real test."

Felicia nods and gets up, groaning quietly as she stretches. "So, we're done here?"

You glance outside, it's becoming evening. The library might be open for a while more, but Felicia seems ready to go.

You make sure all of your notes are cleaned up and gathered before nodding. "Yeah, let's go."

Felicia lets out a subtle sigh of relief as she almost drags you out of the library. As the two of you step out, you clear your throat as she glances at you. "Yeah?"

"Want to get some Ice Cream or something?"

Felicia looks around at the evening sky as you feel the wind blow past you, it's getting cold out. She raises an eyebrow as she shivers slightly. "Nah, I don't think it'd be a good idea.

"Do you want to head back to my place or do you want to call it a night here?"

You glance at your watch and let out a sigh. "I should probably head back, Aunt May's probably only going to be so lenient with the lifting of her restrictions. I shouldn't cause her any undue stress. But, how about I walk you home?"

Felicia smiles as she wraps her arm around yours and leans in, a small smile on her face. "I'd like that, Peter."

The two of you enjoy a nice quiet walk to her house. When you arrive there, you wave as you wait for her to get into her house and close the door. When it shut you start making your way back, you realize that it has become night.

The night is silent as you make your way home. There's nobody out, and your spider sense is silent. The air is cold and the sky lets looks the occasional rumble. However, you make it home before the downpour starts.

As you walk in Aunt May looks up at you, relief on her face. "Peter, if you're going to be out this late with your friend, at least stay the night. It's dangerous out. I was worried."

You rub at the back of your head and let out a sigh. "Sorry, Aunt May."

She shakes her head. "You're a good boy, Peter. I know you're not up to anything wrong, but if you're out this late, who knows what could happen?"

She's sitting there, the television off, Knitting.

You turn on the news, interested to see if anything's happened. The Hobgoblin's been quiet, so hopefully he's laying low. Hell, maybe Reed Richards and friends are better?

The news begins, but the person on it isn't the normal anchor- Its Jameson, looking very solemn and very angry. "My dear New Yorkers, there has been a terrible tragedy today. What follows tonight shouldn't be seen by the young or faint of heart."

You feel Aunt May grip your leg, she's watching the news nervously.

"Today, sometime in the early afternoon, there was a mass murder. The victims… the victims were local families, UNSUSPECTING DAMN FAMILIES! Their bodies were desecrated, used to make some sort of twisted message. With police approval we now show you this gruesome message."

You stare at the images on the TV as your aunt grasps your leg, letting out a horrified gasp. Made out of human entrails and blood nailed to a wall is a message. You manage to swallow your disgust and bile at this.

-"CAN YOU CATCH ME

SPIDER-MAN?"-

The scene then cuts back to Jameson, who looks sickened. "At this time, the police are suspecting the individual in this image to be the culprit."

The scene cuts back to that of the Hobgoblin, looking up, for a moment before going back. "This grisly scene is a terrible tragedy, one undoubtedly made happen do to the individual known currently as the 'Hobgoblin.' As his plot's thwarting of bombing the school, it seems obvious he wishes to send a message of terror to anyone who tries to stand in his way."

Jameson pauses and stares at the screen. "I say as a citizen of New York- I will not bow to this madman's terrorism! Spider-man, if you're really a 'hero'- do the world a favor and… KILL THIS BASTARD!"

You see someone drag Jameson off screen as there's an intermission sign go up. The TV clicks off, Aunt May looking horrified, angry and disgusted.

"What kind of monster…"

You stare at the screen silently, the image burned into your mind.

You stagger to your feet and give a look towards your Aunt. "Aunt May, I-I'm going to be downstairs for a while."

She nods. "I'm going to wake up Ben and tell him, so be sure to answer the door if we knock, alright?"

You give her a nod and go downstairs, locking the door behind you. You give the basement a look around. You have some materials down here, but you don't have what you need entirely. You're able to make a checklist, though, and pocket it in your wallet. Thankfully, your father installed the machines you'd need to produce the mixtures you'll need, though it might require some finesse work from you near the end. You also have a working respirator and checked to see that the fume hoods were still working.

That takes you about an hour. There's no sounds from upstairs, so you sit and think about what to do.

You glance at the secret compartment and groan. You didn't get your costume back from Felicia!

You pull out your phone and dial the number, calling Felicia's number. After half a second, the phones answered.

"Felicia?"

Your tone must have worried her, as Felicia immediately sounds worried. "Peter? Is something wrong?"

"Did you see the news?"

There's silence for a few moments as you hear keys being typed until you hear a gasp of horror. "Oh, oh god!"

When next she speaks, Felecia's tone is worried and cautious.

"Peter, what are you planning to do?"

"I need my costume, Felicia. I'm going to catch that bastard. I don't know if it's the Hobgoblin or not, but whoever did this killed people to send Spider-man a message. I'm going to make sure that sort of tragedy doesn't happen again."

There's silence on the side of the line for a minute. "…Alright, but let me help. I can look into things a lot more subtly than you can. Maybe I can find out what the police know. For all you know, this could be a trap to lure you out."

You rest your hand on your head. "That's what I don't get! Why is someone obsessing over me like this? I've only appeared like twice publicly!"

"Well, if it was the Hobgoblin, then maybe it's because whoever it was is unhinged and has begun to focus on you? Regardless, come over to my house tomorrow and I'll give you your costume and whatever information I can get by then, alright? Don't do anything rash."

You think about it and she's right. It isn't a good idea to rush out and get yourself in trouble, not with all the trouble that's building up. You can wait for tonight.

"Yeah, alright. I'll see you tomorrow, Felicia."

She gives you a farewell and hangs up. You pocket your phone and let out a sigh and glance in the secret compartment. The original prototype Gwen helped you with you is there. You pick up the mask and look at it before setting it back into its bag and closing it back into the secret compartment next to the hard drive and folders.

When did things get so complicated? So dangerous?

You pull out your books and do a little more studying before closing the book with a loud THUMP. You glance at the calendar before letting out a sigh. You should really take a blood sample just to be safe. Even though Gwen isn't talking, you did agree to take a sample every two weeks for a comparison to make sure there aren't any problems popping up.

A few minutes and a syringe of blood later, you put the sample in the cold storage in the laboratory to preserve it- in a sealed vial with your initials and a date.

You put everything away and head to bed. There's a lot to do tomorrow, so you might as well get some sleep. When you head upstairs, it seems like Aunt May has gone to bed and, as you head up the stairs, you can hear Uncle Ben's loud snoring. Seems like they're both asleep.

You head into your room and lock the door and make sure your window is still locked. After you confirm that it is, you re-close the blinds and head to bed, turning off your light on the way.

As you lay there, trying to sleep, you think about different things you could do with Spider tracers if you could amp up their powers- like a spider sense telegram- but how would that work? Hmm…

You drift off to sleep, your sleep fitful and uneasy. When you awake in the morning, all you can think of is terrifying nursery rhymes written into webs. Damn Charlotte's Web.

Still, it's about eight in the morning, plenty of time to do things, but it might be a little early to get the supplies for your insulation.

You get ready for the day, making sure you have everything you need, before you head downstairs. Aunt May isn't downstairs, but there's a note saying she's next door. You sit down and turn on the news after pouring yourself a bowl of cereal with milk.

You get the expected safety precautions due to yesterday's news, but there's apparently going to be a bit of good news in the afternoon, so the news station tells people to be sure to stay tuned.

You turn off the TV after you finish your cereal. That's something to pay attention to- maybe Reed Richards will be back soon with some new discovery?

You shrug before calling Felicia's number. There's a few moments delay before she picks up, her voice tired. "H'lo?"

"Hey, Felicia, you alright? I was calling to see if it was fine for me to come over."

"Yeah, sure. Bye."

She hangs up and you shrug. Guess its okay, so you grab an empty backpack and head out. It takes you about twenty minutes to get there and you think about things on the way, such as what to do if you have to face Hobgoblin- the first thing would be to avoid those blades, there isn't much you can do about them other than get them away from him.

Other things involved things you could work on, such as decrypting the hard drive and working on your inventions, but those are more passive thoughts.

When you arrive there, you ring the doorbell, waiting several minutes before ringing it again. The door opens a moment later to an exhausted Felicia in a darkened room. She pulls you in, closing the door behind you. She's clutching a lidded cup of coffee in one hand.

"Hey, Peter. It's a bit early, don't you think?"

She sounds more awake then she did before, but she still seems incredible tired. She walks over to her chair, and flops, rubbing the bridge of her nose.

"So, this is what I've learned. The method was to use a large knife or similar bladed object to eviscerate the corpses- whoever did it was skilled enough to not get caught. But…"

She shakes her head, looking disgusted. "They were good enough to get caught while torturing their victims to death. This person? Made them suffer slowly, and made the others watch. The autopsy reports weren't finished, so I couldn't get them, but whoever did this is one sick bastard."

She grimaces, taking a swig of her coffee.

"They're currently investigating possible suspects, but they consider the Hobgoblin a large one. Someone who dresses up in a Halloween costume with knives on it sending a message to Spider-man after he's been thwarted? Seems like a prime candidate."

She runs her other hand through her short hair. "The cops have also gotten orders to bring in Spider-man under vigilantism. They partially blame you for this incident, it seems."

Your eyes widen in surprise. "What? That doesn't...okay, I guess I can see how it could be blamed on me. Shit. Though seeing how the alternative to making a scene was 'let Hobgoblin blow up a school', you'd think they'd cut me a little slack for that. Also, was there any more details on how the killer did it? Anything like the swords being on fire?"

She snorts. "Not that I could find, but they've been firming up security some. Besides, Stacy was against the whole thing but apparently those above him have made their orders clear. Seems like you bruised their egos not once, but twice. Seems like they want to send a message to all people in costumes, be they of good or ill intent."

You collapse into the chair next to her. ""Hey, are you okay? It looks like you were up all night on this. Go get some sleep, Felicia. I'll take over for now on worrying about psychopaths. Thank you, though. It's nice knowing you have my back."

She smiles. "Nah, I should be getting used to being up at this time of day anyway. Besides, you have stuff to get and while I'm not chemist, I can at least help you buy things without leaving a trail of breadcrumbs back to you. Besides, you helped me so I want to help you, Peter."

She gets up and stretches before giving you a sly grin. "Besides, I want to spend the day with you. Is that such a big deal?"

You can't really think of a reason to deny her, so you shrug.

"Sure, go ahead. Though, if you'll be over at my house, you might want to go as Felix to avoid any awkward situations, but I don't mind if you want to go as yourself either."

Felicia smiles brightly and walks out of the room. A few minutes later, she's back in a long sleeved shirt and tight pants, a bag on her shoulder. "I figured I'd grab a few disguises to go. Also, here's your outfit."

She hands you your costume in a shopping back which you quickly pocket. "So, do you know what you'll need?"

You nod, handing her a list of materials you can get decently priced. Even if you do have the money right now, you should be frugal with it! She reads it over and nods. "Alright, I'll use two or three identities when we get these, it'll keep people unaware."

The two of you head out after she locks down her house and go shopping, it takes a couple hours to travel around to get everything, especially with Felicia switching between disguises, but by about one in the afternoon you're on the steps to your house as Felicia looks around curiously.

"So, this is where you live, huh?"

You nod. "Yeah, with my Aunt and Uncle."

You unlock the door and see if there's any changes to the memos left here- you note to Aunt May is still there and so is hers to you. Seems like everything's good. You glance at Felicia and see she's a bit exhausted.

You glance at Felicia, she looks pretty tired. Hell, you're pretty tired, so that's really saying something. It'd be best for you two to take a break, maybe have some lunch. If you recall, there should still be one of the frozen pizzas in the freezer left. You pop into the kitchen and find that it is still there. Glancing at your companion you give her a smile.

"I was thinking about making some lunch. You want some Pizza?"

Felicia smiles, shrugging. "It's a bit fattier than I normally eat, but it should be fine Peter."

You nod and start the oven and pizza before looking around, noticing how Felicia seems to be looking around. "Want me to show you around?"

At her assent, you show her around the living room, the kitchen, where the bathroom is and take her up the stairs. "That's my Aunt and Uncle's room there and this one is mine."

You open the door and show her around. The rooms rather clean, as insisted upon by your Aunt, but there's some science posters and such here and there. Felicia looks around and grins, sitting on the edge of your bed.

"Oh, Mister Parker, what are we going to do up here?"

She innocently bites at her finger looking at you curiously. When you sputter, she grins and gets up leaning in to whisper in your ear. "While the idea of possibly getting caught is thrilling, I'd rather it be in a place where a can be as loud as I want to be."

She nips at your earlobe softly before grabbing your hand and pulling you downstairs. The food's almost done so you wait a few minutes before serving it, the news on in the background. Felicia seems intent on eating, so she's not really talkative right now.

You look at the news, seems like there's some sort of live press conference on, it's already a little bit in. As you swallow the bite in your mouth, you turn up the volume. On the screen is Tony Stark, looking rough and sitting in front of a podium.

"Goodbye to my father. There's questions that I would have asked him. I would have asked him how he felt about what this company did-If he was conflicted, if he ever had doubts. Or maybe he was every inch the man we all remember from the newsreels."

Stark pauses in his speech. "I saw young Americans killed by the very weapons I created to defend them and protect them. And I saw that I had become part of a system that is comfortable with zero accountability."

You set down your pizza and pay full attention to the broadcast as Tony Stark takes a question from the reporters.

"What happened over there?"

"I had my eyes opened. I came to realize that I have more to offer this world than just making things that blow up."

Stark stands up from his sitting position, the camera tracking him as he stares determinedly at the cameras.

"And that is why, effective immediately, I am shutting down the weapons manufacturing division of Stark International until such a time as I can decide what the future of the company will be. What direction it should take, one that I'm comfortable with and is consistent with the highest good for this country, as well."

Stark's cut off by Obadiah Stane, who turns to the camera clasping his hands with a look of good cheer before putting a hand on Stark's shoulder.

What we should take away from this is that Tony's back! And he's healthier than ever. We're going to have a little internal discussion and we'll get back to you with the follow-up."

Stane leads stark away as things cut to different anchors or analysts as you blink, the spell broken. Felicia takes a drink of her water, looking bemused.

"Well, that's a surprise."

You nod, quickly finishing your pizza slice and wiping your hands on a napkin.

"Yeah."

You look around and think about it, it'd be a bit weird for Felicia to be up here alone if your Aunt or Uncle were to come in here.

The two of you get up and rinse off your plates before cleaning up. When you're done, you lead her to the basement door and open it, turning on the light.

"Come on, Felicia. I think it's time I introduce you, formally, to my first love."

She raises an eyebrow as you lead her down into the basement, closing the door behind you. You walk into the middle of your lab and turn to her, spreading your arms. "Welcome to my lair - basement! I mean basement! Keep it together Pete, oh god I'm still talking."

Felicia laughs, smiling warmly at you. "You know, that dorkiness combined with your humor is one of your best points, Peter."

You grin at her before getting out your materials and setting them out. "Now, it should be safe over there by the computer, but just in case, you might want to wear a respirator and goggles. I'm not sure how long this will take, but shop safety and all that."

She nods as you both put on goggles and respirators, with you putting on protective gear as well.

You spend several hours working on the chemicals combining them, mixing them, heating them and cooling them before they take shape. The material reminds you of a quilt with its thickness, the color a solid yellow. However, it seems to be stable and there's no problems with it. All that's left is making it into costumes. And you've managed to make enough for possibly two costumes. Though, admittedly, it will probably be sweltering in it.

But, you guess that's the price you have to pay sometimes. You make sure that there's no more fumes or anything before disposing of excess materials and keeping the ventilation going to be safe. Taking off your goggles and protective gear, you smile at Felicia who does the same, well before she frown, her nose wrinkling.

"No offense, Peter, you kinda stink now."

You grimace, discreetly taking a whiff. Yeah, even the deodorant didn't help much.

You nod. "Yeah, I should get a shower and changed, C'mon." You set the materials to the side, isolated from everything else, just to be safe, and head upstairs. It's about five in the afternoon now. Uncle Ben is now working until about five, but with transit, he's not back until later than that... Aunt May still seems to be out.

You lead her up to your room, opening the door and grabbing some spare clothes. "I'll be back in a few, wait here, alight?"

Felicia nods, looking around your room curiously. "Alright."

Nervous at the idea of a girl being alone in your room, you hurry to the shower and take a quick cold shower, making sure the smell of chemicals and sweat is off of you. You then change into your new clothes and grab your olds ones and put them in the hamper as you enter your room to see Felicia looking around.

"What are you looking for?"

She pauses and smiles. "I was curious what kind of porn you look at."

You flush and stammer as she smirks at you. "So, what do you want to do? I'd like to hang out some more if you don't mind."

You ponder this. It's probably be best to get on the costume to defeat the Hobgoblin, but at the same time, you know that working yourself too much is to subject yourself to failure.

"Hmm, alright. Let's go see a movie."

Felicia smiles at you and takes your hand, hurrying you to the door. You pause for a second to make sure everything's secured in the basement and double-checking that off in the kitchen before locking up your house and heading out.

There's a small theater nearby and the two of you discuss what type of film before deciding on a comedy. It was apparently done by the same people who did those zombie and Cop movies. Overall, the both of you enjoyed it, but it's about eight in the evening by the time you're out of the film.

Felicia wraps her arm around your and leans in. "So, what are your plans for tonight? If that material's stable, I could work on making something out of it, I do have a bit of an experienced hand at costuming, after all…"

She pauses and shakes her head. "Actually, I'm going to have to call it a night soon, I have a busy day tomorrow. Walk me home?"

You extend your arm to her, a smile on your face.

"What kind of man would I be if I didn't escort a lovely lady home?"

Felicia takes your arm with a grin as you walk her home. The walk only takes a little while, but with you and Felicia making small talk along the way, it seems a lot shorter. When you walk her up to the door, she unlocks it and opens it before pausing and turning back to you.

"I know I'm not the greatest at sciences and the like, but it was really nice seeing you do something that you love. There's a passion I saw there that shouldn't be allowed to go to waste, Peter. But, more than that-"

She leans in and gives you a soft peck on the check. Even though you've kissed her before, this one seems different. Felicia pulls back and smiles as you softly. Even though she's a trained master thief and you're a super powered vigilante, in this moment, that doesn't matter.

"I had a great time today, Peter. Let's do this again sometime."

"Yeah, anytime."

You give her a small smile and nod, giving her a wave as her door closes. You walk back, a bit of a spring in your step, as you walk through the streets at night. When you arrive home, you open the door to see Aunt May and Uncle Ben watching television together, they glance over at you before Uncle Ben grins widely, gesturing at his cheek.

"Had a nice evening, Peter?"

You raise your hand to your cheek and pull away to see a light pink lipstick mark there. You give Uncle Ben a grin. "Yeah, I think I did."

You sit down and spend the evening with them, enjoying a family moment. When you get up in the morning, you get ready for school and head out the door.

You head out the door and nod to Mary Jane who walks out of the door. She glances at you and nods, she looks much more sullen now, as her eyes dart around worriedly. As usual, the normal spider sense alarm is going of around her, but it seems stronger than normal.

As you jog to school slowly, she follows behind, but you notice that she's always careful to keep distance between you and her. If you slow sown, she slows down more. It's strange, but considering what happened last time at school, maybe it isn't too surprising?

Regardless, when you reach about halfway there, you notice Flash jog up to you. He gives you a glance over. "Parker, you feeling alright now?"

You nod and he relaxes some, though he still looks troubled. "Did you know that the cops are after Spider-man, Parker? The guy saves our rears and they're trying to take him in! The only reason I found out was that some cops came by to question me the other day about having talked to him. They warned me to call them if I see him again."

Flash trails off, aggravated, before shaking his head. "Regardless, I've knocked some sense into my players over the week. Found out they've been paid money to call a number and harass the person every couple of days. They make the call and the money's there in return next time they do it. I kicked the asses of two of them, they're off the team. None of them knew who was behind ti though, all they got were anonymous notes with money or so they claimed."

He looks disgusted. "I'd say that I can't believe they did stuff like that, but I'd be a damn hypocrite. I'd also like to apologize for the way I've been treating you. What I did… that wasn't right of me, it was downright messed up. But, I've gotten my head screwed on right so I'm trying to make amends to the people I've… tormented."

Mary Jane's behind the two of you, keeping to herself.

You nod you head. "Don't worry about it, just don't slip back into the way you used to be. You helped me out a lot here. You mentioned something about money slipped to them?"

Flash nods, a frown on his face. "Yeah, it was apparently put in the space between the phone and the wall- a crevice that's useless for almost anything else. Also, who's the girl, Parker?"

You nod back towards Mary Jane. "Flash, this is Mary Jane Watson, my neighbor. She just moved in and started at school before the Hobgoblin."

Flash frowns. "No kidding, that's got to be the worst luck. Well, nice to meet you, Miss Watson."

Mary Jane's visible eye looks at him before she draws back a little more, silently mumbling something. "She's not the greatest with people, she's kinda Socially Awkward."

Flash lets out a noise of understanding before clearing his throat. "Well, I need to get back to my normal schedule. I'm trying to do some regimens every morning you see. Later, Parker, Miss Watson!"

He runs off as you hear Mary Jane let out a sigh of relief. Looking back at her, it seems she has a bandage wrapped around her hand. "Is your hand alright?"

Mary Jane's hand retracts into her sleeve like she was bitten as she looks anywhere but you. "..eah, fne…"

Seems like she's not wanting to talk about it, but if it was a problem Aunt May would have mentioned it, considering she was at Anna Watson's yesterday. When you arrive at school, you see a familiar figure standing out front looking around. When she sees you, she waves calling out.

"There you are, Peter!"

Standing there in a short skirt with a coat over it is Felicia Hardy grinning and waving at you

* * *

**_END_**  
**_TO BE CONTINUED_**

* * *

**Review Please**


	17. Reconnecting the Web

**_[CARNAGE] ARC_**

* * *

**CHAPTER 17**

**_Reconnecting the Web_**

* * *

Flash lets out a noise of understanding before clearing his throat. "Well, I need to get back to my normal schedule. I'm trying to do some regimens every morning you see. Later, Parker, Miss Watson!"

He runs off as you hear Mary Jane let out a sigh of relief. Looking back at her, it seems she has a bandage wrapped around her hand. "Is your hand alright?"

Mary Jane's hand retracts into her sleeve like she was bitten as she looks anywhere but you. "..eah, fne…"

Seems like she's not wanting to talk about it, but if it was a problem Aunt May would have mentioned it, considering she was at Anna Watson's yesterday. When you arrive at school, you see a familiar figure standing out front looking around. When she sees you, she waves calling out.

"There you are, Peter!"

Standing there in a short skirt with a coat over it is Felicia Hardy grinning and waving at you.

You blink, lift up your glasses, and look again. Yeah, she's standing there, grinning wider as she approaches you, bouncing on the balls of her feet excitedly before pausing, a devious look in her eyes as your spider sense slightly tingles, almost unnoticeable next to the haywire storm that is Mary Jane.

You stare her in the eyes, but don't move. You hold your ground as you face her down. In the back of your mind, a tumbleweed passes by with that old wild west theme. Felicia smirks before tensing, falling back onto her heels before pouncing at you in a tackle-hug.

You're more than strong enough to hold up to her assault and stay standing as she wraps her arms around you. You hear a gasp behind you as Felicia tightens her hug. You glance backwards as best you can to see Mary Jane staring in shock at you- a look of disbelief on her face.

"…wwhhaaa!"

It's the loudest exclamation you've heard from her yet as she stares at you like you're made from non-Euclidean geometry. Felicia lets go, staring at Mary Jane curiously before cocking an eyebrow and glancing at you, gesturing at your neighbor with her thumb.

"Who's she?"

A grin crosses your face as you wrap your arm around Felicia's shoulder and gesture at your old… acquaintance with the other as you raise your voice a little. "…..Haaaave you met Mary Jane?"

Felicia stares at you, long and hard. "You are not bro-zoning me are you? Because I am not okay with that, nor am I into girls."

She then turns to Mary Jane and gives her a smile. "Hey there, I'm Felicia Hardy. Pleased to meet you!"

Mary Jane's pupils contract as she tries to give a smile. "….."

After a few seconds, Mary Jane pantomimes looking at a watch before running off into the school. Felicia looks at you, slightly disturbed. "Was it something I said? She didn't even have a watch on."

You can only shake your head as you glance at your actual watch. Funnily enough, you should be heading in if you want to reach class in time.

"Um, Felicia, so what's your story, so I have it straight?"

She grins. "I'm Felicia Hardy, Felix Hardy' fraternal twin. When the ruckus happened at school, Felix's health deteriorated so as a cost saving measure while he was sent to a hospital in California that can better deal with him, I was pulled out of my all-girls private school and sent here. I met you while you were seeing Felix before he left and we hit it off."

"It isn't too far off the mark, so it wasn't hard to make records appear. Anyway, see you later, there's stuff I have to take care of."

Her voice is quiet as the two of you walk into the school and head your respective ways. You stop by your locker and open it to grab your books, but they're out of their normal order, oddly. You glance at your watch to see you have about five minutes until Chemistry.

You glance over the books, trying to see if there was any method to the rearrangement, but there doesn't seem to be any you can notice. You flip through the books looking for anything and you almost miss it, but it seems like two pages have been taped together in one of your books- your chemistry book- and seem slightly thicker than two pages should be. Carefully removing the tape, you open them to see a small piece of paper with a familiar handwriting on it. With little effort, you realize that the two pages taped are pages for the chapter you're currently in at chemistry.

The handwriting, you're pretty sure you recognize the methodical, printed script as that of Gwen's handwriting. There's a message on the note with today's date.

-Roof, Lunch.

And that's all on it. You quickly head to class and sit down in your seat. A few moments later, instead of Mister Lee, there's someone else there. The man looks rather unremarkable and unenthused, his short brown hair barely combed and is beginning to look messy.

He yawns.

"Greetings. I'm Herman Shultz, your new substitute chemistry teacher. Mister Lee, following the events of last week has decided to take a leave of absence and I will be filling in for him. First of all, let me announce the student Felix Hardy has been withdrawn and we have a late entry, who is apparently his sister."

His voice is droning and uninspired as Felicia is gestured in and sat in Felix's old spot. The teacher quickly picks up the lesson, but his droning, unenthused voice is almost enough to make YOU fall asleep. When the class finally ends, he takes a long look at the clock. "Now, remember to read the next chapter, there might be a pop quiz on Monday."

You don't have time to stay, as his slow talking has put you over the end of class and everyone rushes to not be late to their next one. Eventually, it's time for lunch.

You look around to find Felicia and see her waiting outside the cafeteria for you. As you approach, she smiles. "Hey, want to grab lunch together?"

You shake your head and show her the note. "I might be finding out more on the situation from Gwen."

She bites her lip, looking displeased before eventually nodding her head. "Alright, be careful."

You head off and manage to find your way outside, out of view of anyone. Which, considering the higher security there is here- which is to say there IS security here. Looking around to make sure nobody sees you, you stay out of the range of any cameras and climb to the roof, where you see Gwen sitting there.

When you approach her, she looks up and tries to give you a smile, but instead ends up giving you a depressed look. "Hey… been a while, huh?"

You give Gwen a neutral look. "…Yeah, I guess you could say that."

She winces, looking away. "I probably deserve that, all things considered."

You sit down next to her. "Look, I probably screwed things up and made it worse for you, but I tried my best to help you. But, you wouldn't respond, despite the fact that you know you can trust me. But, with everything that's happened, I need to know who this guy is and what I'm dealing with, and how I can help you out."

Gwen remains silent for little while before speaking. "Look, it began as a bunch of notes. Some of them were flattering or poetry but I always threw them out. Eventually, they became more biting and they grew worse whenever I showed interest in a guy. So, that's all it was I thought. Then the cameras came in after the Black Cat incident and I've wanted to tell you, or my dad, but that STUPID sense would act like it's boring into my head whenever I tried, so I always didn't do anything!"

She freezes, her voice cracking as she takes a moment to compose herself. "And the more and more things went on, the worse it would get, so I tried to not talk to you because that sense would bore into my head anytime I did. Ever since I went home from your house that one night, it seems to have been getting worse and worse. And now, after that scene on the TV, I realized how bad I screwed up by not doing anything- If I'd said something, maybe those people-"

She cuts off, drawing up her knees and wrapping her arms around them, hiding her face. When she speaks again, her voice is quiet, hoarse and full of fury.

"When I find whoever is behind this, I'm going to make sure they won't be able to hurt anyone ever again."

You put a hand on her shoulder. "This wasn't your fault. Whoever the Hobgoblin is, whatever his relationship is to the person who has been tormenting you- you don't just up and decide to kill a bunch of people and write a note with their organs, you already have to be all kinds of crazy.

"If I'm right, your stalker escalated the way he did because he was worried he was about to be found out. If you had said something he would have just struck sooner. And I'm the one who provoked Hobgoblin by fighting him. Nothing that has happened here is because you didn't react properly. Don't let this eat you up on the inside.

You feel her shoulder shaking beneath your hand. Her arms loosen from around her legs as she slowly lowers them back down.

"Don't worry though. I'm going to catch that monster. I won't let either of them hurt anyone else."

Her arms wrap around you as she sobs into your chest, gripping you in a crushing hug.

You gently pat her on the back, making sure to not make it too intimate, until her sobs finally dry up. She pulls back, eyes red and puffy and nose running as she wipes at her eyes with her sleeves.

"Thanks, Peter."

You give her a nod. "No problem, what are friends for?"

Gwen remains sitting there. You can hear the lunch bell ringing. It'd probably be best to get back to class, but it seems like Gwen's thinking about something. Your shoulder also is wet from tears and snot, so that might not be the best thing to go into class with but you think of something.

"Gwen, you should go get an unlisted disposable cell phone like I do. It'd allow us to at least keep in contact."

Gwen glances at you before nodding and standing up."

"I've got something I need to do, Peter. I'll see you later."

She jumps off the side of the roof after looking around. You sit there for a second.

Reluctantly, you head back to class, after stopping by the restroom to clean off your shirt as best as you can. The rest of the day passes uneventfully and finally the last bell rings, letting you out of school for the day.

You put away your books and grab your backpack- you're ready to go. Buses are boarding, and will probably take off within the next five minutes.

You glance around, looking for Felicia's silver hair. It doesn't take long, considering he's heading right for you after spotting you. She gives you a smile.

"Hey, Peter."

You give her a nod. "Felicia. How was your day?"

She shrugs. "It was alright, though I did miss you at lunch. Also, Mary Jane seems to be very nervous and runs away when I talk to her. Is something the matter?"

You grimace. "She's not great with people."

She nods in understanding before looking at you more seriously. "Did you want to do some work today, or are you busy?"

You glance around, looking for Felicia's silver hair. It doesn't take long, considering he's heading right for you after spotting you. She gives you a smile.

"Hey, Peter."

You give her a nod. "Felicia. How was your day?"

She shrugs. "It was alright, though I did miss you at lunch. Also, Mary Jane seems to be very nervous and runs away when I talk to her. Is something the matter?"

You grimace. "She's not great with people."

She nods in understanding before looking at you more seriously. "Did you want to do some work today, or are you busy?"

You shake your head. "No, I'm free- I really need to finish up that outfit, too. What did you have planned?"

She smiles. "Oh, about the same." Before she grabs you by the arm and drags you off. It isn't long before you're at your house, Felicia with you. Vaguely, you sense Mary Jane approach, as you see her approach her house in your peripheral vision. The door doesn't seem to be locked, so it seems like Aunt May's home.

You look at Felicia. "My Aunt's home, so I'll let you talk if she asks how we know each other, alright?"

She nods as you open the door. "I'm home!"

Your aunt looks up from the television and smiles. "Ah, Peter, and you brought a guest! Who are you, miss?"

Felicia gives her a friendly smile and approaches your Aunt. "I'm Felicia Hardy, Peter tutored my brother while I was at an all-girls school up-state. However, my brother's health has been worsening, causing my parents to bring me back here to stay with my father while Felix goes with my mother to a hospital better suited for treating him. However, before he left, I had come back."

She smiles back at you warmly. "Peter and I managed to become fast friends and now that I'm starting at Midtown today, he said he'd help me get up to speed with classes- the lesson placement at my school was a little behind."

You aunt gives Felicia a smile before turning to you. "How nice of you, Peter."

You embarrassedly rub the back of your head as you lead Felicia to the basement. "There's a lot of workspace down here, so we'll be down here. Knock if you need me, alright?"

Your aunt waves you off as you head downstairs, locking the door behind you. You pull out the materials as Felicia looks thoughtful.

"Do you want to work on the costumes, Peter, or should I?"

You think about it. The costumes would have a lot of work, so…

"Why don't we work on them together?"

Felicia blinks before nodding. "Alright, I haven't done it before, but it'll be an interesting experience. So, I'll need you measurements."

She pulls a measuring tape out of her bag. "Why did you have that on you, Felicia?"

Felicia only smiles. "Why, to better ogle you, Peter. Seriously, now, I'll need to get your measurements, so strip down to your skivvies. Or…"

Felicia leans in, her face absolutely diabolical. "Will I have to do it myself?"

You swallow before following her instructions, stripping down to your boxer-briefs as she slowly and carefully measures you. You shiver and use your iron will to suppress any untoward thoughts. This is business after all…

When she finally wraps up her measuring tape she looks you over before letting out a sigh. "And here I thought I'd get more of a reaction."

You stare at Felicia deadpan, keeping your voice quiet as you quickly dress. "My Aunt is upstairs, I'd rather not involve myself in some misunderstanding like that out of some anime."

Felicia pouts before looking over the material, examining it.

"So, how do you want to use this material? Do you want it to go under your existing costume, or do you want a new costume made out of it? It -is- a rather dense material and will be warm to wear and it'll be hot to wear- luckily it's almost Halloween. Shame about the color, too. Rather tacky, but themes the breaks, I guess."

"Let's make a new suit, one that's a bit easier to move in. I'll be relying on your help, Felicia."

She nods before looking over the materials, jotting down some notes. Luckily, you manage to notice she's miswritten something and point it out. Felicia lets out a sigh of relief. "I'm glad you caught that, Peter. If I'd messed up, that would have really screwed me over later on."

You nod as the two of you get to work. Between the two of you, you've managed to get the outfits done. Both, unfortunately, are rather ugly looking- vibrant yellow quilted material. Yours has had the spider symbol stitched on, so if you look at it at a certain way, it sort of seems like it's covered in webbing.

Hmm, webbing patterns on a costume, now that's an idea…

Still, the costume has been finished as Felicia stretches, looking unhappy. To your surprise, it only took you two about three hours between your teamwork.

"I know that it'll do its job, but I wish it looked less… ugly."

Felicia seems to be staring at her outfit with a bit of distaste. It's a full-body suit like yours, but without the spider symbols.

"Well, it could have been worse, you know."

She stretches again and sighs. "Yeah, that's true. So, what do you want to do?"

You stare down at the costume in your hands. You remember your conversation earlier today, the broadcast, and that day at school. This has to come to an end. You fists clench the fabric tightly.

"I think it's about time to call out the Hobgoblin."

Felicia stares at you sadly before nodding. "I'll set up something for later tonight so your aunt and uncle can be asleep."

She gets up and pulls you into a hug. "I know he has to be stopped, but Peter, don't become a killer like him, alright?"

She lets go and pulls away, putting away her uniform. "I'll take care of things, so I'll get going, alright. I'll give you a call when it's time."

She heads out, closing the basement door behind her. You spend a few minutes putting things away before you go upstairs. Aunt May's in the kitchen, brewing some tea- you see something's in the oven.

"Ah, Peter, would you mind setting the table? Ben will be home soon and dinner's almost ready. I had made some for your friend but it seems she had to go home?"

You nod. "She's rather busy. After we finished helping her get caught up she looked at the clock and realized she had to go."

While you set the table, the phone rings, picking it up your aunt talks for a few minutes before hanging up. She glances over at you. "Seems like Anna's going to have to work late tonight at the hospital, Peter. Mind going and getting Mary Jane- Anna's worried about her eating habits.

"And this isn't any ulterior motives, I just can't leave dinner unattended. Would you please do this for me?"

You give her a nod. "Sure, no problem."

She hands you a key, looking a little bit worried. "The doors locked, so if nobody answers, let yourself in, alright?"

You nod and head over to the house and ring the doorbell, then knock, after about five minutes you let yourself in. Closing the door behind you, you look around. The house is dark, but your spider sense slightly buzzes. She's in here, alright.

You head up the stair and knock on her door.

One, twice, three times. No answer, but she's definitely on the other side. You can feel it.

You knock again before calling out.

"I know you're in there, Mary Jane. My 'Red Warrior needs food badly' sense is tingling"

You wait another minute before sighing. "I'm opening the door!"

You open the door to her room. It's dark in here, the curtains are shut and the lights are off- the only thing is the illumination of the screen. You step closer and begin to hear music from Mary Jane's direction, along with the sound of keys typing as your spider sense buzzes in your head from her presence.

She seems to be on some sort of message board, but you aren't familiar with it. She also seems oblivious to your presence.

You turn on the light switch. You see her jump a little before turning back in your direction, her eyes widening in panic as she takes off the headphones.

"…wha…"

"Your aunt is going to be late, so she called us to have you eat with us at Casa de Parker. I tried to get your attention, but you were kinda deaf to the world."

Her face flushes as she looks around her room. There's all sorts of videogames, model kits and statues there as she gets up and drags you out of the room, refusing to look at you. She lets go when you're face enough away from her room by pulling away with a horrified gasp.

She pauses to grab something from the kitchen and then puts on sandals and follows you to your house, locking the door behind her.

Dinner proves to be pretty quiet but awkward as Mary Jane just sort of mumbles when anyone tries to talk with her. You do notice, however, that she seems to take some sort of pill before the meal with a drink of water, though your Aunt notices, she doesn't seem to comment.

After she finishes, she mumbles a thanks and doesn't run but heads back next door in a bit of a hurry. It's about seven now, you should have some time that you end up making sure that all of your stuff is ready. You also, after making sure the door is locked, try on your new costume.

When you put on the mark, all sound is incredibly muffled-to the point the only thing you could hear was your own breathing- none of your steps could be heard. Seems like you're not going to be able to hear anything with this on- not without figuring out a way to get around it. Also- even this version is incredibly warm- the material doesn't breathe well.

By the time you're doing making sure your gear is tuned up and that your webshooters and webbing work correctly, correcting a small calibration error in your left webshooter, and other miscellaneous tasks, you find that it's about nine.

You pack up your costume and webshooters in your bag before heading upstairs, coughing some to make your throat sound rougher. You pass by your Aunt May.

"I don't feel great, I'm going to bed, night Aunt May."

She looks at you before nodding. "Get a good night's sleep, dear. If you aren't feeling well in the morning, just let me know, alright?"

You give her a nod before you head upstairs and into your room, locking the door. You turn off your light and sit there in the darkness waiting until your phone makes a noise. Checking it, you see that it's a text from Felicia.

There's an address and a time- two hours from now and it's far enough away that you can sneak out with plenty of time.

Tonight, the Hobgoblin won't have the last laugh.

* * *

**_End_**  
**_To Be continued_**

* * *

**_Review_**


	18. Goblin Season! Spider Season!

_**[CARNAGE] ARC**_

* * *

**CHAPTER 18**

**Goblin Season! Spider Season!**

* * *

You pack up your costume and webshooters in your bag before heading upstairs, coughing some to make your throat sound rougher. You pass by your Aunt May.

"I don't feel great, I'm going to bed, night Aunt May."

She looks at you before nodding. "Get a good night's sleep, dear. If you aren't feeling well in the morning, just let me know, alright?"

You give her a nod before you head upstairs and into your room, locking the door. You turn off your light and sit there in the darkness waiting until your phone makes a noise. Checking it, you see that it's a text from Felicia.

There's an address and a time- two hours from now and its far enough away that you can sneak out with plenty of time.

You wait until you hear your aunt and uncle go to sleep and you hear your Uncle Ben's snoring before you do anything. Opening your window, you look around before popping out the screen and heading out the window, making sure the coast is clear.

With your costume in a small bag, you quickly rush a fair distance from your house, keeping to the dark and out of sight. When you're far enough away, you pause. There's still a bit of distance to the location indicated, but it would be faster to go by webs than by foot.

You quickly go into an alley and climb to a small ledge where you quickly change into your costume, leaving your clothes in the bag webbed up.. From there, its simply a matter of being aware- making up for your lack of hearing with your vision and spider-sense.

It's unnerving, not being able to hear. The sounds of the city are blocked from you as you navigate by web slinging. You don't make a mistake, but you're more tense and vigilant than normal. Thank god for your Spider Sense being able to notice things like ill intent, or the Hobgoblin would have easy pickings.

Still, just about on time you arrive near the location Felicia sent in her text to you. There's no sign of the Hobgoblin…

You quietly sneak to a building. There's a clearing between several abandoned buildings and you hide in the remains of one of the buildings that looks the safest and least damaged. Seems like there was a fire here not too long ago by how freshly abandoned these places look.

Sadly, as this suit is meant for agility there were no pockets on it- you'd need some sort of belt right now- so you don't have your phone or anything else. Another costume with pockets intentionally put in might be necessary.

Still, that's not important right now. You keep an eye out and hide as you see a figure swoop down, landing on a different building top, looking around. Seems like it's the Hobgoblin- but that's not all. There's helicopters here now- seems like police or news helicopters thanks to the searchlights. That means there's also probably police on the ground, too…

The Hobgoblin waves to them as he continues to look around- probably for you.

You sneak out the back of the building and try to circle around. However, with your ears covered and your Spider-sense buzzing up a storm from the surrounding parties its hard to tell how much noise you're making. With a quick potion, your connected and use a parabolic arc, the fulcrum centered on the building between yours and Hobgoblin's to swing over there.

You move to approach behind Hobgoblin, but the light from one of the spotters starts to focus on you! As you move to grab him, your spider-sense flares as he leans away, grabs your arm and flings you down into the center of this burnt-out cul-de-sac. You manage to shoot two webs to slow you down, so you land with a flip in the center of the street unharmed.

Above you, the Hobgoblin extends his arms dramatically.

"Spider-man, we meet again! That's a rather poor look for you. Still, I suppose its natural you wear the colors of a coward, considering how you tried to sneakily take me out!"

He jumps, a flame extending out of his back as he lands with a flap of his 'wings' with a dramatic bow.

"Still, though, you're a thorn in my side, I have more important business than you now! Let this be OUR FINAL BATTLE!"

He then doubles over holding his waist, laughing, he looks up at you- and while you feel some pressure, you're unharmed. There's a look of shock, that turns to amusement as the Hobgoblin shrugs, seemingly sighing. You keep an eye on the police around you. Seems like they aren't doing anything- yet.

The hobgoblin stands across from you, waiting for you to make the first move, a grin on his face.

You throw a web at Hobgoblin's feet, but he jumps to dodge out of the way. Perfect. Extending a webline you use it to pull yourself under him as he's airborne and web up his jetpack's thrusters, rather thoroughly. As he lands, you see him looking furious, but you're too busy-

You feel your spider-sense flare, three times as you quickly dodge out of the way, seeing bullets fly past you, but not hearing them as you look at the cops, their guns extended and aimed at the both of you. Your spider-sense flares as you turn around and see Hobgoblin slash a searing blade across your chest!

As you jump back, falling to a knee, you grab at your chest. Damn it! That's right, the jerk doesn't NEED to dodge, he's wearing experimental Kevlar materials, he can just take the hits!

You clutch at your chest, the wound left a nice long cut across you, but it also cauterised the wound! You can still fight, but this hurts too damn much!

The hobgoblin twirls his two swords as you see him take shots from the police without a care in the world. In fact, he seems to be enjoying himself!

"I hope you know I'm going to make you pay for what you did to my flight pack, Spider-man. I'll carve out your pound of flesh. I'm going to make sure people remember what I do to you- so that they remember what happens to those who cross the Hobgoblin!"

He pauses before a scowl twists over his face.

"Well? SAY SOMETHING, DAMN YOU!"

You can't hear what he's saying as a dark look crosses his face as he clutches his two short swords.

"Very well, you'll die, without having uttered a word."

You dodge out of the way, wary of the Hobgoblin's blades. However, as you do so, you notice the police aiming at you more than at the Hobgoblin- seems like they're aware their attacks aren't doing anything. But, you manage to masterfully dodge them as you work through the pain of your wound.

You think you might've gotten an opening and try to snag the Hobgoblin, but he's wise to your tricks now and tumbles out of the way. As he does, you notice the red flames and glow of his swords die out. Seems like he can't dodge and attack with them, huh?

Still, it only takes a second for them to super-heat once again. The police fire again but you dodge them easily. You're wise to their game now, and it isn't hard to keep them in view with your spider sense aiding you.

If only you could get those swords away from the hobgoblin…

You focus on the idea of disarming the Hobgoblin. If he has to deactivate his blades to dodge, then…

You move to try to web Hobgoblin, but he doesn't see through your bluff as he moves to dodge. He's found completely flatfooted as you web both swords and, anchoring yourself pull on them, sending them flying out of the cul-de-sac and into one of the abandoned buildings.

The hobgoblin probably snarls at you as you dodge backwards out of the range of one of his pumpkin shaped bombs. However, he seems to be focused on something else- drawing you attention. The police helicopters, which were upon you both are now circling along the buildings, looking for something.

There's a few police still watching you, but several are moving, pulling back as they seems to be looking around with what looks like an ambulance pulling up. The hobgoblin looks bemused as you refocus on him as he points at where his satchels with the pumpkin bombs were and where they are now- tossed to the sides near the police. You see one of the pumpkin bombs roll out, a light flashing in its 'face' as your spider-sense tingles- they're obviously going to go!

Right near them you see Eddie Brock- a look of horror on his face as his camera drops.

The Hobgoblin then begins running in the opposite direction. Fast. Laughing. At least from what you can tell.

Your eyes widen as you take in the scene. There's no time for thinking, only action!

You jump over to the satchels and gather them all up- the police already beginning to flee- but they're too slow, they wouldn't get away in time. You gather the last pumpkin bomb and seal them away in webbing before throwing it into the center of the cul-de-sac and begin applying more webbing.

You apply a bit more before they detonate- the explosion somewhat muffled by your webbing. There's debris scattering from the blown up road, but you've already grabbed Eddie and pulled him down behind a police car- the police doing likewise.

When the smoke clears, it seems like nobody was hurt. The cops are watching you warily as you see one of them seeming like he's quietly telling you something- gesturing away from this place. A few other cops nod in agreement as they all resume their posture from hiding from the debris.

Seems like they're giving you a way out.

The police are giving you a chance to leave- so you damn well better take it. The Hobgoblin has lost his swords and his jetpack is out of commission for a little while. It might be better to hunt him, but then again you aren't in the greatest shape yourself.

You nod and websling through nearby building- keeping an eye out for any swords as you do so- but even though this is probably the one they flew into, there's no sign of them.

Great.

You continue out in a hurry, keeping to the shadows and focus on getting away. It doesn't take long before the scene of the fight is a good distance away and you can return to your clothes and get out of this sweat-box of an outfit- it really isn't helping that your chest still burns terribly from the wound on it.

When you arrive at the alley where you clothes are, you change in silence except for your shirt- you examine your wound. It doesn't seem to be bleeding, but it looks pretty nasty.

You sigh and turn on your phone. There's been several missed calls, all by Felicia. You dial her number and hit 'call.'

"Peter?! Are you alright?!"

You grin weakly at her voice. "Yeah, I'm alright. But I took a pretty nasty hit. Mind if I come over?"

There's silence. "Are you sure you're alright?"

You glance down at your chest. "Well, probably. I'll be over soon."

You pack away your costume and hit the ground, shirt and coat both on. It takes you a little while as you keep out of the streets and trouble, but you eventually reach Felicia's house. You knock on the door and she pulls you in, with a serious look on her face, with her eyes rather red, as she looks you over.

"It was on the news, you and Hobgoblin's fights. I can't believe they shot at you, I'm so sorry, I should have found a better way to get his attention!"

You grin weakly. "Well, I'm not sure that any way of calling that guy's attention wouldn't end like that. Seems like he wanted a show. Things got pretty nasty there, though."

Felicia nods. "…yeah. But first, let's get you taken care of."

You nod and pull of your shirt, revealing the wound. Felicia looks it over, her hand hovering above it a distraught look on her face. The wound looks worse in the light. The flesh is burned and blistered and the cut- while cauterized - looks really nasty.

"I think I might have to call a doctor, Peter."

You grimace at your wound. It's pretty bad, but…

"I don't like the idea of doing that. Is there any other way?"

Felicia stares at your chest before shaking her head. "No, not really. If it was less… bad looking I might be able to do something, but I'm surprised your ribs aren't broken, Peter! That -needs- to be treated. And besides, I know a discrete doctor- how do you think I get my disguises' medical histories verified?"

She stares at you pleadingly.

You nod, wincing at the wound. "Alright, fine, but I'll wear my mask and gloves."

Felicia shakes her head. "Honestly, if this is someone I trust enough, it shouldn't be necessary, but if you insist…"

She steps out of the room, grabbing her phone. A few minutes later, she walks back in, holding a mask. It looks like your Red one, but it seems thinner. There's a few marks here and there- seems like it isn't the finished product- but there's still lenses.

"I've been playing with a few ideas, so I made this mask. It'll probably be more useful considering that you can't hear in the other one."

You nod and give her a smile. "Felicia… thanks. I'd give you a hug but…"

You gesture towards your chest. Felicia looks at it and nods before picking up her computer looking for something, she bites her lip before closing the computer.

"Something wrong?"

She hesitates before shaking her head. "It can wait."

You grab your gloves from the anti-shock wave costume and put on your mask when you hear a car pull up and someone knocks on the door minutes later. Felicia open the door as a large black man walks in- he's rather tired looking but gives Felicia a warm smile. "Felicia, good to see you."

She nods, giving him a hug. "Elias… you've looked better."

He nods before seeing you, his posture straightening as there's a serious look on his face. "I need to look at that wound immediately."

The door is already shut so he grabs his medical bag and heads on over, looking at your chest. "I don't know or care who you are- I'm doing this as a favor. What caused this wound?"

"A superheated short sword."

The man grimaces and asks you a few other questions before getting to work- he gives you something for the pain but you keep awake as he does his work- treating and closing the wound as best as he can.

When he's finished, he gives you a very serious look. "That wound was very nasty- you're lucky it wasn't anything overly lethal- seems like you're made of pretty stern stuff. Still, it'll take some time to heal. I want to check on you at least once a week."

He sets down some pills and points at them. "That's for pain, and that one's antibiotics to prevent infection. It's taped shut for now, but you need to be careful not to agitate it or get the wound wet. If it starts to look infected, have Felicia call me immediately."

With that, the man nods at Felicia and leaves, leaving the two of you alone.

"So ,what was bothering you earlier?"

Felicia starts and glances over at her computer before sighing and nodding. "About earlier, there wasn't just you and the Hobgoblin there… it seems like there was someone else there."

"Someone else?"

She nods, a look of disgust on her face. "Apparently it was 'Spider-man's biggest fan.' Who killed five police and got away without being caught."

You think back at the disorganization of the police- the ambulance's arrival- and the searchlights looking for someone. There had been someone else…

"It's my fault- had I not used such a public way of getting the Hobgoblin's attention, that maniac might not have shown up."

Felicia grimaces and looks away. "This is my fault."

You feel rather woozy, the painkillers are kicking in, but-

You shake your head. Things are getting fuzzy, but you have to hold on for a few minutes more.

"No it isn't, Felicia. That guy's a madman…. That serial killer is trying to stir up attention. There was no way to know he wouldn't show up."

You wrap your arms around her and give her a reassuring hug as she relaxes into it. "I'm going to catch this guy- they're calling him the MAXIMUM CARNAGE serial killer, Peter. What he does, it disgusts me. Can I count on your help?"

You try to think about it, but you're on sleep's threshold and you're out like a light in her warm embrace.

* * *

_**END of [CARNAGE] ARC**_

_**Next:**_

_**[CARNAGE RISING]ARC**_

_**To Be Continued...**_

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**_Please Review_**


	19. Downtime

**Publisher's Note's: **Just so you know more than one ARC can occur at the same time in this story.

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**_[CARNAGE RISING]ARC_**

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**CHAPTER 19**

**DOWNTIME**

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There was a time, it is said, when Gods walked the earth, when man trembled in their wake. I'd like to think man has evolved past that.

When we had found relics of ancient weapons in a dig site, it was a remarkable discovery- the materials seemed rare and unusual and we quickly sent them to our sponsor for closer inspection.

Today, we have found a man entombed in stone underneath what was once a volcano- even so, it seems like there is evidence of a pulse. This specimen is invaluable to science- we shall study it to see how this specimen somehow continues to have signs of life despite having been buried for centuries.

And, if it proves possible perhaps we will be able to revive the specimen. Who knows what such an ancient man may tell us about society and nuances that have since been lost to time.

**OO**

**Last time!**

_Having defeated the Hobgoblin, though not captured him, he pulled a devious gambit! Making him choose between the lives of the police and Eddie Brock or capturing him thanks to his pumpkin bombs, Spider-man heroically saved the day._

_However, the Hobgoblin fled to parts unknown and the two Thermal Swords he owned have disappeared in the aftermath._

_Spider-man wasn't left unharmed, though as he suffered a grievous chest wound. However, even so he managed to save the day. When questioned upon why they fired upon the vigilante, the police looked away, muttering 'No comment.'_

_Dear citizens of New York, why do our tax dollars go to pay people who are trying to harm the people out to help us. Spider-man, a vigilante he might be, was constantly distracted during his fight against the Hobgoblin thanks to police firing upon him, causing a loss in focus that could have been the deciding factor that let the hobgoblin get away._

_Furthermore, their focus upon firing upon the fighting duo was undoubtedly one of the lead causes that some vicious villain* was able to abscond anonymously after savagely slaying several officers._

_Perhaps New York's finest aren't worthy of that title anymore?_

_*This new mysterious killer displays a gruesome taste for gore, so at the time he will heretofore be referred to as the 'MAXIMUM CARNAGE' killer by this paper._

-Eddie Brock

**OO**

**Distant Past**

You lay on the sidewalk by your house, clutching at your knee. Tears streamed down your face, as sobs wracked your form. It hurt so bad! To the side, you can barely make out Mary Jane beyond your tears, looking amused- the only look she ever seems to give you other than that very blank one, her amusement quickly vanishes as shadow falls on you.

Glancing up, you wipe at your eyes to see your dad staring down at you, a soft smile. Shaking his head, he glances at Mary Jane.

"Hey, Mary Jane, you know not to play so rough with Peter.

"Hey, Peter, you alright? Looks like you skinned you knee pretty bad."

The man leans down towards you, patting your head. You nod you head, as you try hard not to cry. "It hurts, daddy!"

"Well, let's take a look at it, then."

You bite your lip as you show him our knee. You father looks at it and gives out a sigh of relief. "Well, it seems like it isn't too bad. I'll take you inside and bandage it up. Still, you kids play too roughly."

Shaking his head, you father picks you up, careful to avoid making you knee hurt more. As you're picked up you see Mary Jane staring at you, something akin to sadness turning to anger as she turns around and runs to the house next door.

A few minutes later, you're brought down into your family's basement and set down in a chair as your father walks over to a cabinet and starts looking for something. You glance around at your daddy' office as you see something in a tank on one of the desk next to you. It seems like there's some sort of rock.

You idly lean forward, hands on your knees before flinching, pulling away a red covered hand. After glancing towards your daddy to see him looking still, you lean close to the tank and tap at it with your hand.

As you tap a few times you hear your father approach. "Peter, what are you doing?! That's very important- you've got blood all over it…"

Your father turns you around, before letting out a sigh. "Well, I can always clean it up. Let's get you cleaned up, alright?"

You father then bandages your knee after claiming it. It hurts, but you watch the tank. After he cleans your hands, he lets out a sigh. "Well, I'll be right back."

He goes to another cabinet as you watch before turning back to the rock. Seems like there's something black ooze on the side of the tank! Oh, but daddy said not to touch…

You glance over at your father before glancing at the tank. Seems like the ooze is gone. Huh. You see your father lean over at the tank with a rag and cleaner before pausing and looking over at you. "Peter, I appreciate the effort, but I still have to clean it, your mother's probably going to lose it when she sees blood on your shirt."

Your father cleans the tank as you sit silently. But you didn't…

…

**OO**

**Present**

Strange, you haven't dreamt about your childhood in ages…

Opening your eyes, you see an unfamiliar ceiling. Glancing around the room, you groan as you feel a slight pain from your chest. You glance around the room- and see a nightstand and a wig as memories click into place.

This is Felicia's bedroom. The clock next to you reads 11 AM.

Your heart races as panic grabs onto you. Oh crap, you had school today! If you got home and Aunt May noticed you were gone... No- even worse! What if school called to say you didn't show up! Man, the cat's outta the bag.

You take a deep breath. No, Felicia probably covered for you somehow. Probably. Hopefully.

You glance around the room before carefully getting up, hand resting over where the Hobgoblin cut you. You've got on your underwear and nothing else, really. Looking around, you see your backpack with your clothes there, a note on top of it.

Hobbling over, you read the note- seems like Felicia called herself in as sick before going to cover for you- with any luck your Aunt and Uncle will never find out.

You pause seeing a _'PS'_

_/Be sure to clean yourself up/_

You head to the bathroom. Taking time to make sure not to get your wound wet, you clean up before applying new bandages like you were instructed. Wasn't that cut a lot bigger yesterday? You could have sworn…

Regardless, Peter Parker is at school right now, so you'd best stay out of sight as it is. Well, as Peter Parker, at least.

You glance around as you stand in the hallway, fully dressed in your clothes. You could always take a look around… You smack yourself upside the head.

Felicia's your friend, it'd be wrong to invade her trust like that.

You head over to the chair you normally sit on and turn on the TV. It's currently on some infomercials.

You turn the television to the news. It seems like the country of Wakanda has closed off it-s borders- boring-

-Seems like Justin Hammer's trying to move in on weapons development contracts since Stark backed out-

News on Spider-man,

News on Spider-man,

Another News on Spider-man.

Well seems like there's currently a good opinion on you, so that's good. Oh, and it seems that the Heir to Latveria is coming back following the incident that happened a little while ago. Victor von Doom. Strangely ominous name, but it's probably nothing to be worried about.

Well, how about something science related?

Well, it seems like the scientist Wyler Gibson, no relation to the guitars, is working on some sort of project that's trying to be shut down by various organizations due to ethics concerning the subject of cloning. Bigson had been a contemporary of Miles Warren, who is also seeing some heat from this- his contract with Oscorp seems to have been terminated.

Well, not surprising, Osborn knows how to be ruthless. You'd know.

Otherwise, it seems like there's some sort of archaeological dig going on in Greece- no images yet, but they seem to have found something.

You spend the day watching television- remembering to follow the Doctor's orders- until, at last, Felicia comes in the door. As you sit in the chair watching television, she lets out a sigh of relief.

"You don't know how much you worried me Peter."

You give her a sheepish grin. "Sorry."

Felicia shrugs, tossing her back to the middle of the living room as she walks over waving a finger as she smiles. "It happens, but hopefully not too often, got it?"

You nod. "So, how did the day go?"

Felicia lets out a yawn as she collapses into her chair. "Long. I had to disguise myself as you which took some time to do, before I then had to sneak over to your house and head to school. I had considered calling you off, but thought against it. Still, I had to avoid a lot of people."

She pauses and stares over at you. "Gwen Stacy tried to approach me, and she kept glancing at my chest throughout the day. Is there any reason why she'd do that Peter?"

She raises an eyebrow.

You hesitantly nod. Well, it's probably fine to tell her that Gwen knows who you are.

"Yeah, Gwen saw me get bitten, so she knows about my powers, and knows that I'm Spider-man. But she doesn't know who you are, I know how to keep peoples' secrets."

Felicia puffs out her cheeks and rests her head on her hand and looks away.

"Shoot, I was hoping to be the only one who knew."

She sits like that for a few moments, tapping her finger on her chin before she lets out a sigh.

"Oh well, you can always get what you want."

Getting up and stretching, she lets out another yawn. "Well, either way, the Hobgoblin's going to lay low for a few days- and so are you so long as you've got that wound."

She points at your chest. "So long as you've got that, if I even see you so much as do something dangerous, I'll do something- something extreme!"

She pauses. "I don't exactly know what yet, but I also haven't slept in ages, so I'm taking a catnap in a few. Want to join me? Heck, stay the night! It's the weekend and it might be best to spend time away from your aunt so long as you've got that thing."

You pause, thinking about it- even though it's covered, there could Always be the chance Aunt May notices your wounded chest.

You nod. "Alright, that sounds good, but there's a few things I have to do first."

And it's true. It might be Friday, but there's some stuff you will have to do anyway. Grab some clothes and make things are good with your family at least. You shouldn't sped too much time around Aunt May, but you shouldn't outright avoid her.

You start to head for the door, until Felicia stops you, looking embarrassed.

"Um, you won't be able to wear what you're currently wearing, Peter."

She picks up the backpack she carried and hands it to you. "I had to borrow some of your clothes, so you'll have to wear these if you head out to avoid any suspicion."

You sigh and grab the backpack, heading towards the bathroom. It takes you a few moments, but as you change clothes, you notice you have to reuse your underwear. You also notice there's an unfamiliar scent on the clothes that reminds you of fruit. Uncomfortably, you head out of the bathroom wearing the clothes Felicia has worn while impersonating you.

As you pass by Felicia, you notice she seems a bit embarrassed. "Sorry, Peter."

As you head out the door, you shake your head. "Don't worry about it."

It's about Four now, plenty of time to get things done. Your phone shows no new messages.

You decide to stop by a pay-phone on the way home and call Gwen. Her phone rings a few times before she answers it. "Hello?"

"Hey, Gwen. It's me."

"Ah, are you alright? I mean you were avoiding me today, so I didn't have a chance to talk to you."

Gwen sounds rather worried. "Yeah, I noticed that. I'll be fine, I just thought it might be best to not agitate whoever this is anymore while I'm not at one-hundred percent."

"Listen, do you think we could meet up some time this weekend Peter? There's a lot that's happened and I'd like the chance to talk with you if that's possible. And I think I owe you an apology, you've been put through a lot because of all of this and had I said something things might've turned out differently."

"Sure, Tomorrow afternoon works."

"Great! I'll call you later to confirm a time and place. I've got to get going, talk to you later!" There's cheer in her voice as she ends the call and you continue on your way home. Man, that's going to be awkward to talk with her.

Still, it doesn't take you long to get home and as you head home. You wave at your Aunt before heading up to you room. You grab a spare set of clothes along with a toothbrush and put them in your bag before heading back downstairs. You smile at your aunt who gives you an amused look.

"Well, you look better than you did this morning Peter. What are your plans for the evening?"

"Well, I was hoping, if it wouldn't be too much trouble that I could go and stay the night over at a friend's house?"

You Aunt stares at you as you smile at her before she lets out a sigh. "Well, at least you're spending time with other people your age. I suppose it shouldn't be a problem."

You nod at her and down into the basement. "Thanks, Aunt May!"

Closing and locking the door behind you. While you can't make any web shooters at Felicia's you can always work on some designs. There's also your costume, too. You sit down at the desk before staring at the tables in the room.

You head over to the small locked fridge and open it. Your blood is still there.

Following that, you head to the secret storage space where your father's notes are kept and grab it and the hard drive before putting it in your bag along with your costume. You also grab a notepad for any ideas that might come up.

Following that you give the room one last look over. You wanted to get something for Felicia, though, and a lot of places don't want backpacks- and you really don't want the stuff in it taken or looked through.

Well there's probably something you can get her on the way, even if it is a bit of a detour. Grabbing your bag, pause to grab and put in the tutor notes before heading upstairs, waving to your aunt as you go. A few minutes later, you're down the road.

Now what to get her?

You look around on your way, mainly window shopping, but you saw three things that caught your attention.

The first was a fancy looking scarf with a black cat leaving white footprints on the 'white snow' of the scarf. It's rather cute, but a bit pricey.

The second is an adorable white kitten in the window of a pet store that looked at you as you walked past it. It was really cute, and you aren't even much of a cat person.

The last one was this small roadside stand run by a strange, creepy looking old Asian man with an unnerving laugh. This one had a small cat statue on a shrine sweeping it with a little broom- it was rather cheaply priced and looked rather nice.

You pause before leaving the old man's stall and decide to buy the statue. It puts you down about thirty bucks, but he's not charging tax, so you still have about three-hundred and twenty bucks left. The old man carefully picks up the statue and bags it up before handing the bag to you.

"Have a nice day, Sir."

He smiles at you and, as you walk off, you hear him chuckle. Man, this thing better not end up being cheap quality.

Still, it doesn't take you long to get to Felicia's house and you knock on the door. Felicia opens the door, yawning, and lets you in. "Good to see you, Peter. I didn't think I'd manage to stay awake much l-awwwwwn-ger."

She pauses, seeing the bag in your hand. "What's that?"

You hand the bag to her. "It's a gift I got you to say thanks for all your help. I didn't know what to get you, but I thought you might like it."

Felicia, curious, takes the bag and carries it over to her chair, where she pulls out the box the statue was in and opens it, taking out the statue. Her eyes widen as a smile crosses her face.

"It's lovely, Peter!"

Looking over the statue, Felicia gets up and sets it over on the table nearby. She turns towards you and smiles. "Well, I need to take a nap, want to join me?"

You nod as she grabs your hand and pulls you to her bedroom. Opening the door, she keeps the lights off and pulls you into bed with her. She wraps your arm over her as she snuggles into you, covering you both in blankets. It takes a little bit to drift off, but when you wake up, it's to the sound of… purring?

Opening your eyes, you look at Felicia, who seems to be purring? Carefully pulling out your phone, you use its light to look at Felicia, who seems to have two cat-like ears on top of her head and is that a TAIL?!

Felicia's eyes crack open to reveal green, slitted eyes.

"…What's the matter, Peter?"

You point at your head to indicate that she should do the same. Looking confused, Felicia pats her head to see her newest 'additions.'

"THE FUCK?!"

* * *

**END**  
**To Be continued…**

**[CARNAGE RISING] and _[The CAT'S CURSE] ARC_**

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**_Please Review_**


	20. Cat's in the Cradle

**_[THE CAT'S CURSE] ARC_**

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**CHAPTER 20**

**Cat's in the Cradle: Things Are-A- Changen'**

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You hold a cup of coffee in your hands as you stare blankly forward. You're Peter Parker- a man of science. So, there's got to be some sort of rational explanation for everything that has happened.

Okay, so let's start at the beginning- your friend, Felicia Hardy has somehow grown cat ears and a tail, and has the slitted pupils of a cat. Furthermore her human ears have vanished suggesting…

You don't know. You weren't a biology major and you didn't study up on it!

You take a sip as you consider the possibilities. Firstly, are you infectious? Felicia has been, barring Gwen, the person you've spent the most time with and she's got the cat theme going on. Maybe the cat from earlier was enough that, along with enough exposure to you, to cause a mutation in her?

Or maybe it was because she might've been exposed to your blood, considering she had to touch you when you were injured, maybe there was some that transferred?

Is that how it might work? You don't know, damn it, this sort of thing wasn't supposed to happen!

You take a deep breath and try to steady your hands as you notice the coffee in the cup rippling from your shaking. You sit there thinking of any possible reasons through your head. After all, the only thing was that statue that you bought Felicia, and to think that has anything to do with this is crazy.

And speaking of Felicia, she's currently in the bathroom, inspecting herself and freaking out. And it's about ten at night right now.

Because she's now a goddamn Catgirl.

Somehow.

Damn it…

What should you do?

You take a deep breath. And then another. And another. Maybe one more for good measure?

You stare at the rippling coffee as your mind pieces a plan together using science.

The most important thing is to get some DNA for testing. Not only her new DNA from her new Catgirl form, but old DNA when she was normal to compare against it. Getting up, you head over to your bag and sort through it. Undoubtedly, there's zip-lock bags in there. Not necessarily perfect as glass vials would be for your purposes, but as they're unopened and unused, they should do to keep any samples safe for a little while.

Speaking of which, you should probably get a hold of someone who can perform DNA tests soon.

Still, you should get some samples. Walking over to the bathroom door, you knock on it several times until it cracks open. Felicia peeks through it, looking nervous. Incidentally, while this situation is horrible and would be something that Harry would want to watch as one of his shows, the mirror that you can see shows you Felicia's form, her tail nervously wiggling as her cat-ears lay back.

Damn it, this situation's terrible for her, but man if she isn't as arousing as this situation is bad. Hmm if you had a laser pointer-

No! Bad Peter!

Clearing your throat, you extend the plastic bag towards her. "We need to get a DNA sample from you as you are now, and an older one so we can find out how this happened."

Felicia nods, taking the bag as she points towards her room. "I should have a brush on the desk next to the wig in there that I haven't used for a while. Whatever hair is on there should be normal… I think."

Felicia quickly closes the door as you solemnly head towards her room. Looking in there, there is indeed a brush as you pick it up by the handle and use some tweezers to put the hair, not a lot but it's clearly her short white hair, into the bag before sealing it.

You head back to the living room and sit down, making sure to put the bag in a safe location as you glance around before freezing. Getting up, you go to the statue you bought for Felicia earlier but you don't touch it. Instead you look on confused- the draw of the small shrine has been a little cat sweeping on the shrine base, but…

The cat's gone.

Nearby, you head the door to the bathroom open as Felicia walks out wearing a hooded sweater, the hood up. She hands you the plastic bag before sitting awkwardly down on her chair for a few moments, nervously tapping on her knees, before getting back up. Her tail seems not to be visible right now.

"…I'll be in my room"

"Felicia, wait."

You put a hand on her shoulder as you see her tense.

"Look, I know what it's like to wake up different and to be worried. But-"

Felicia knocks your hand away and turns around, tears in her eyes. "Yeah, but you get to look normal, Peter! Look at me!"

She flings her hood down and raises the edge of her sweater, letting her tail out. Her tail's twitching agitatedly and her ears are back. Her hands clench into fists. Her irises have shrink.

"See, the first thing you do is look at them like I'm some sort of freak!"

Stepping forward, you wrap your arms around her and pull her into a tight hug. "Felicia, you're my friend, and you're no freak. I wouldn't ever do that or think that. Besides, I promise you that we'll find a way to fix this."

You run your hand through Felicia's hair as she relaxes into you hug as you feel her sob into you. You hold her like that until she begins to calm down. Eventually, you loosen your hug when you feel Felicia pull away some. She wipes at her eyes with her sleeves. Sniffling, she smiles at you.

"So, what's the plan, then?"

You've already thought this out. You'll need to get her DNA tested. You know someone that could do that, but it'd mean bringing in Gwen. Otherwise, you'd have to ask her if her doctor friend could do it, but that's a lot of variables to work with there, a lot could go wrong. Furthermore, that statue's odd change bugs you, too.

But none of that's more important than finding out and observing what Felicia's current condition is, if only to make sure that she isn't still changing. You nod your head, that's why you and Gwen did- always keeping an eye on your condition, making sure nothing has changed.

"Alright, the first thing that we'll need to do is make a record of everything that's changed, so we'll have a way to see if anything changes."

You pull out paper and begin writing down each and every change she's noticed. "Well, my old ears are just gone- there's nothing left there the old ones were and my new ones are, well weird. I know how to use them and I don't really notice them as they move on their own, but I can focus and control them if I really try, same goes for the tail.

"They're covered in a really fine well, fur, which is the same color as my hair and I can actually feel it when they're touched. Also, I'm able to hear with a lot more sensitivity."

She gestures towards the ears and tail before pointing at her eyes. "Also my sight's different. It's hard to say how exactly- I can see in the dark better and they adjust pretty fast to changes in lighting. Oh, and I can smell thing's a lot better now too. Which is both good and bad, I guess."

Felicia points at her hands and feet. "I still have nails, so there's no claws or anything. Well, not that I've noticed. Other than that…"

Felicia fidgets, looking away. You put a hand on her shoulder, rubbing it comfortingly. "Hey, it's alright. You can tell me."

Felicia look back to you before nodding. "Well… I- I-"

Her ears go back as she shuts her eyes and grits her teeth showing her slightly larger canine teeth that she didn't comment upon. Tears leak out of her eyes as she faces away, embarrassed.

"-I HAVE BIG, FAT CAT TATS!"

You freeze before locking your eyes onto her face as you realize what she just said. Looking down would ruin everything as you see Felicia's face flush.

"…what?"

You're only a man. You might not be looking, but your mind is whirring away. Does that means she's mutated to be more like a cat? Or does she just have a gig…

Clearing your throat you see Felicia covering her face. "Oh, god. I said that out loud like that, didn't I?"

You only nod, making sure to keep your eyes on hers as she wraps her arms around herself. "I was proud of my slender form! I was able to disguise myself as almost anyone and while they're were small, they wouldn't become disgusting drooping breasts when I was older!"

She grabs you by the shoulders, her pupils narrowed to almost slits as she pins you down. "Peter, I need you to fix this for me."

Well, there is somebody who could help, but you don't know if Felicia would want her help. "Well, there is someone, but…"

"But?"

Felicia's staring at you intently, and honestly there's a strange intensity that kind worries you a little.

"It's Gwen Stacy, she'd be able to help but we'd have to fill her in about all of this."

At her name, Felicia's eyes narrow as she stares down at you, some sort of conflict brewing within her before Felicia nods.

"Call her."

Grabbing your phone from your pocket you call Gwen's number, as she quickly answers it. "Peter? Is there something the matter?"

You glance at Felicia, who is staring at you like a cat playing with a spider. "Yeah, I'm having a bit of a /problem/ and I'm REALLY going to need your help. And if it wasn't serious and I needed your help, I wouldn't call you."

You quickly rattle of Felicia's address to Gwen before you hear Gwen grunt in confirmation, her voice worried. "Alright, I'll be there as soon as I can. Hang in there, Peter."

She hangs up as you see Felicia staring down at you, breathing deeply, her tail erratically swishing behind her. Within arm's reach is the television remote, as your eyes go back to her tail.

No no no Peter! Gwen's on her way, you must resist!

You look at Felicia and see the tail waving there. It's so fluffy looking. Raising your hand, you touch it, running your hand down the length of her tail as Felicia shudders. Hooding her eyes, she leans into you, rubbing her head along your shoulder, purring loudly.

You close your eyes as she leans into you, as you continue to stroke her tail with one hand, using the other to gently rub one of her ears as her purring grows louder. You let out a small smile. It's actually rather adorable, like a little cat. Felicia might be a bit mad later, but who could resist?

And then you feel her tongue run up your neck, its sandpaper-y rough texture unfamiliar but not altogether unpleasing. Her hot breath on your neck along with her licking it and her attractive appearance, it's hard to keep focus.

But, you've been get for a little while, petting her tail, and Gwen should be here any moment. Glancing at the clock, you pause in your petting of Felicia, who growls and nips at your neck before grinding into you.

She grabs her sweatshirt and begins tearing it, revealing her now rather ample chest as she continues to nip at your neck, grabbing the hand from her ears and placing it against her breast. You should really stop but-

Felicia, noticing your lack of committal, grabs your face with both hands and kisses you, deeply. Her rough tongue tangles with yours as you feel her purring resonate against you as she presses herself against you. There's some sort of noise in the background, but it's hard to care.

You see Felicia tense as the noise seems to keep going as she presses you down with strength you didn't think she had as she nips at your lips roughly, causing you to gasp as she goes to plunger your mouth once again.

And that's about the point the door is kicked down.

Glancing from where you're pinned you see a frantic and worried Gwen standing steer looking frantic and worried. Her expression shifts from worry into confusion and outrage as she stares at you and the transformed Felicia's compromising position. Above you, Felicia's tail swishes as she grows menacingly.

"-What the hell's going on here, Peter?!"

"Gwen, there's a good reason for all of this and I called you over because Felicia's turning into this and I have no idea what to do because I'm not good with biology like you! And I'm really worried something bad is going to happen because she's getting more animalistic!"

Gwen takes a look at your scratched and bitten form, still rather confused, before nodding as Felicia continues to growl at Gwen whose eyes widen as she actually takes a closer look at Felicia. Tapping a finger against her glasses, Gwen's eyes widen.

"Grab her by the scruff, Peter! The Scruff!"

You use your prodigious strength and your well positioned hand to act before Felicia can react to what Gwen said as you pick up Felicia by the back of her hoodie- torn as it is, it still works to keep her in place as Gwen picks up the door and puts it back where it was. With Felicia struggling in your grip, Gwen goes to the kitchen and grabs a large bowl before filling it with water.

As she approaches, you notice Felicia is struggling more and more against you, clawing in Gwen's direction, before Gwen drenches her (and you) in the freezing water. With a yowl, Felicia jerks away before flopping face first into cold, wet carpet. You wait for a second before Felicia gets back up, shivering, as she looks around with comprehension before shrieking and running towards her room, the door slamming shut behind her.

Gwen gives you THE LOOK at you as you let out a sigh.

"Alright, I'll tell you what I can."

With the exception of Felicia's alter Ego, you explain that she's been helping you out and that after you got injured she helped patch you up and there something there, but it's been on hold because of the weird situation with Gwen.

Sitting down, Gwen lets out a sigh, taking off her glasses and rubbing at her eyes. "You don't kid around, do you Peter? I'll have to analyze the DNA samples before I can tell you anything, but while someone needs to be here with her for obvious reasons, you… might not be the best option."

Gwen rests her chin on her palm. "Still, this is a... unique way to be let down. But, Peter…

Gwen gives you a serious look. "If this is related to us, if we are… contagious, we'll never be able to continue our normal lives. And unless we can find some sort of cure, neither will she."

She shakes her head, looking at the two samples she has. "But it doesn't make sense, though. There was nothing in the samples that should have acted like a retrovirus, and especially not like this. Why a cat? If she was going to get powers, why isn't it the same as ours?"

"Well, maybe there was something different with me? I was bit first, after all. I've been keeping the blood samples in my basement's fridge, so I'll get those to you so you can study them. But, if that's not the case…"

You glance over at the shrine and shake your head. The scientist in you is laughing at this, scoffing at the prospect, and hates that it cannot explain this.

"You see that little shrine diorama there? I bought it from a street side vendor, a little creepy old Asian man with a strangle laugh. But, when I bought it, it has a little cat in an ornamental outfit sweeping the shrine with a broom. I got it for Felicia as a gift, but this morning, after Felicia went all catgirl, I noticed the cat was missing. There isn't even any paint missing where it was standing, like it was never there."

You remember back to when you got it. The old man kept it out of your reach and he was also wearing thick black gloves with strange symbols on them. "But Felicia was the first person to touch the shrine, too. Neither I nor the old vendor touched it without bare skin. I know it's ridiculous to bring it up, but all things considered could it be… cursed?"

Gwen looks at you blankly. "What, like something out of Strange Mysteries?"

You stare blankly at Gwen.

"Who's a what now?"

You blank stare and incomprehension make Gwen sigh. "It's a supernatural show that's been running. It's about 'Doctor Stephen Strange' who travels the country and solves mysteries. It's apparently a spiritual successor to some older thing, but my dad watches it whenever he's home religiously and always makes me watch it."

You continue to stare blankly at her as Gwen looks away, flushed with embarrassment. "Look, it's well written starring a magician who fights the supernatural. Like ghosts, curses, Dracula. Things like that."

You blink. "Oh. Well, that doesn't much help us, does it?"

Gwen pauses. "He's going to be in town for a while, apparently doing some shows. Actually, I was planning to…"

She shakes her head and gives you a sad smile. "Never mind. Still, you should look into him if you want to look into supernatural stuff. Even if it's bogus, maybe he's run into something real before."

Gwen gets up, grabbing the samples and heading for the door. "I'll get those blood samples from you another day, Peter. I'll give you a call with my new phone, but, as for now, I've got to look at these and get home."

She carefully opens the door so it doesn't fall down before turning to you. "G'night, Peter. Tell Felicia I'm sorry about the door."

She starts to close the door.

"Gwen."

She pauses and looks back at you. "Goodnight. And… I'm sorry you had to find out that way. Maybe you and I could look into it during one of his shows?"

Gwen shakes her head giving you a smile. "No, you should probably look into it yourself tomorrow while I look into these samples. As for me finding out, well...

"Sometimes we can't always get what we want, Peter."

She closes the door behind her, her smile having turned remorseful and you can hear the sound of fast footsteps going off into the night. You let out a sigh. "Great, Peter. How else will you screw things up?"

You shake your head and go towards Felicia's room, pausing only to reinforce the door's hinges beck into place with some webbing. Knocking on the door, you don't hear anything until you knock again and call out.

"Felicia?"

"…You should go away, Peter. I'm not safe to be around you right now. You had something you're looking into, right? You should do that. I'll be fine on my own."

She's on the other side of the door, but it's locked.

Cat ears are truly fearsome things. You wonder how much she's heard, but then realize it doesn't matter. You'd doubt she'd ever tell anyone. No, what matters is the girl on the other side of this door.

"I don't care about that Felicia. You should know that."

There's silence for a few moments before you feel the door move slightly. "I'm not opening this door. It isn't safe. Besides you have more important things to do. I'll be fine Peter!"

She sounds upset, so really, there's only one thing to do here. You turn around and sit down, leaning against the door.

"Well, there's not much I can do tonight. Besides, even if you'll be fine on your own, it doesn't mean you should be."

"Peter, you…"

You close your eyes. You've already messed things up by letting one girl get away and distance herself from you when she was in trouble. You won't let it happen again.

"Besides, this is my stubborn payback for your insistence I see a doctor, Felicia. Even if I can't do anything to get you back to normal at this moment, I at least want to be there for you."

You hear something slide against the door and hear her voice, closer to you. "I'm still not opening the door."

"That's true. I'll wait for you until you're ready to come out, Felicia."

Her voice is hesitant, afraid. "…What if I never come out? What if I never get better? …What if I get worse?"

"Then I'll wait here forever."

There's silence for a while before Felicia speaks again. "And what if I open the door and I lose control again? …What if I hurt someone?"

"That won't happen."

You hear something scratch against the door. "And how do you know that?!"

You smile, because really there's only one thing to say. "Because I said it won't happen, Felicia. I'll be there to help you make sure it doesn't."

You hear and feel the door open behind you as Felicia peeks through, her green eyes shining out from the darkness of the room at you. "…You promise?"

Nodding, you extend a hand towards her. "Yeah, I promise."

Pushing the door open, she wraps her arms around you, crying her fears away into your chest. It hurts- you can feel your wound ache from her impact, but you endure it and hold her tight until at last, she falls asleep in your arms. When, at last, you're certain she's asleep, you lean down and gently kiss her on the forehead.

Whispering so lightly you're not even sure you actually said the words, "Goodnight, Felicia."

You think about trying to move her to the bedroom so she can sleep more comfortably, but think better of it. It might be a bit uncomfortable, but you can endure it so she isn't disturbed. You lean back against the wall behind you and watch over her form for just a little longer.

Before, at last, sleep takes you to that black oblivion.

You dream of countless webs burning in a blue fire. The flames seem to be coming from behind you, but no matter what you do, you cannot turn around.

A spider falls in front of you. It looks at you and twitches, trying to say something, but you cannot hear its words.

"Little Weaver, beyond the veil, the great destroyer watches. He/She will come and all will be left in ruin."

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**_END_**  
**_To Be Continued_**

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**_Please Review_**


	21. Delivery From A Doctor

**_[THE CAT'S CURSE] ARC_**

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**CHAPTER 21**

**Delivery From A Doctor**

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The morning comes as you wake up, Felicia resting on your lap. As you wake, so does she, smiling up at you. But, there's things to do today so you help Felicia fix breakfast and eat with her before she goes to curl up in her bed for a while more. You, meanwhile, have a curse to break.

Stephen Strange, the TV expert on magic is somewhere in the area. Gwen's also probably working on Felicia's DNA, and there's also the old, creepy Asian man you bought the statue from.

You head out from Felicia's, making sure the door stays shut behind you, as Peter Parker and head a few streets away before heading into a dark alley and, upon confirming nobody's there, scaling it and changing into your Friendly Neighborhood Spider-man!

Unfortunately, you have no idea where he's at as nobody seems to know. He shows up in town, films, and then leaves. Hopefully, though, by standing out as Spider-man in your Red and Blue outfit you'll be able to draw him out.

You websling through areas that seems like they're highly populated and areas that seems like he might show up. Which is any that look interesting- you're not one of his loyal viewers after ll. However, as you stop on a high tree ledge on the edge of a park, you DO notice something.

"It's Spider-man, dad!"

Looking down, you see a young girl, probably about twelve-ish, maybe, pointing up at you. She's got reddish hair and her father seems to be a large man with a very distinctive moustache. You see the man pull out a camera and focus it on you quickly, obviously snapping pictures. Seems like he probably does it for a living.

Waving, you decide to show off a little before you continue on. Falling off of the tree backwards, you let yourself fall a bit before extending a hand and shooting a web to the large tree branch you were standing on earlier, using the momentum to propel your swing as you head off into the city in search of Stephen Strange.

You should continue looking around, but you might as well do some public services too. You should look around for any crime you could stop.

You head towards the North, looking for Strange or any signs of crime. There's less good web slinging spots. So, you don't pay attention to where you're going as you land on a building's rooftop.

Until the Sirens blare and your Spider-sense rings loudly. Looking around, you see guards currying around, points guns at you. You look around until you spot a flag, your mind quickly remembering where you last saw it…

Shit. Shitshitshitshitshit SHIT

You're on the roof of the Latverian Embassy.

And their Heir returned to New York Recently.

Nearby, you see two arms grip the edge of the rooftop as a cloaked form jumps onto the roof like an acrobat, landing on the edge gracefully. Considering the man's attire, it's nothing less than impressive! He seems to be wearing a full suit with some sort of cape, along with metal gauntlets and a mask.

Pointing at you dramatically, the man's eyes narrow behind the mask.

"You! Masked menace! Tell DOOM the reason behind your violation of the Embassy that represents the Sovereign Nation of Latveria or suffer my wrath!"

You raise your hands non-threateningly. "I'm sorry! I wasn't paying attention to where I was going. I was keeping an eye out for any crime to prevent while looking for this wizard guy and I didn't see where I landed. I never would have done it intentionally and I deeply regret my actions."

The man crosses his arms as you wait for him to say something. He presses a finger against his mask and a few moments later you see the guards stand down.

"You, Man who dresses in a Spider Costume. DOOM will forgive you but this once. In return, you must appease DOOM's curiosity- what seek you with a wizard?"

"Well… I was looking for one to help break a curse."

DOOM seems to be looking carefully at you as he nods. "Then, perhaps you have been guided by destiny to DOOM, for he is on the way to mastery of the Arcane Arts! I shall break this curse, if it is within my power, but first you would have to do one task for DOOM."

"I'm certainly interested, but I'm more in awe you believe me. However, before any of that, I would like to know about this task?"

DOOM nods and back flips off the roof, landing on the balcony underneath. "Enter, then. DOOM will tell you of this task in privacy, where no others can overhear!"

Your Spider-sense isn't tingling so it seems legit. Hopping down after him, he closes the door behind you into a large, ornate room. Gesturing for you to follow him, he goes over to a bookshelf and pulls on a book, causing the bookshelf to slide to the side and reveal a secret door. Opening it, he gestures for you to follow. Entering it, you find yourself in a room that seems like it's the child on Snape's dungeon from Harry Potter and a Stark Expo.

Turning towards you, DOOM spreads his arms as if to show off. "This is DOOM's workshop. As to how I believe you, as a practitioner of the arcane arts, I can vaguely see your connection to the mystical side of this world. However, it does not seem to have the typical negative problems that are common in curses."

Wait what?

Clearing your throat, you shake your head. "Sorry to interrupt, but I'm pretty sure I'm not cursed. My friend was. I bought a statue from this odd shop and now my friend seems to have physical changes to resemble that of a cat for seemingly no reason."

DOOM pauses. "While your story does seem to have the large possibility of being a curse, are you sure your friend isn't just a mutant?"

You pause. "Wait, what? Besides, I'm pretty sure, the statue changed as well. The cat on it disappeared without so much as a missing paint mark. Furthermore, it seems more rapid than a normal biological mutation should be."

DOOM nods, writing some notes down. "There is, you may know, a section of humans with superhuman abilities that exist. However, common knowledge of them is quieted down and those with unique abilities are rounded up. Latveria is currently an asylum for a few and if they should come for you due to your abilities, DOOM will grant you asylum as well, for DOOM is magnanimous in that manner. But, this is off the topic."

DOOM struts over towards a table and pulls out a picture before walking back and handing it to you. "Do you know who this is?"

Nodding your head, you recognize the face. "Yeah, she's Susan Storm. She was with Reed Richards on his space flight and is currently isolated within the Baxter Building."

DOOM nod his head, his hand coming up to touch his mask as he tenses at Richard's name. "Indeed. That is story told by RICHARDS to the public. But I, DOOM, know the truth! Poor Susan, along with her boorish brother are being isolated from the outside world so RICHARDS can keep her away from me!"

You notice DOOM seems to spit Reed Richard's last name as you recall there was a history between the two. Something Richards did to him that forced him to return to Latveria shortly before the space flight. Taking a calming breath, DOOM points at you.

"DOOM will break your curse, no matter how long it may take or how arduous it may be, if you, MAN of SPIDERS, infiltrate the Baxter Building and bring me evidence of Susan's well being, along with this letter!"

DOOM poses dramatically before holding out a letter towards you expectantly.

"I'll do it."

Carefully taking the letter and storing it in your largest, most secure pocket, you notice the elaborate and delicately written cursive that reads 'To Susan Storm' on it. DOOM nods, putting a hand on your shoulder.

"DOOM is trusting you with a very sensitive task. You must be swift, MAN of SPIDERS, and return within the day. If that letter were to reach the wrong hands, terrible things would happen."

Removing his hand he turns around, looking at large shelves of books. "In the meanwhile, DOOM shall consult his repertoire of Tomes to identify this curse. However, you may yet need to bring the cursed object and the one who was cursed to DOOM for a cure to be found."

DOOM looks back at you. "For DOOM to honor this bargain, you must return tonight with evidence of Susan and the letter's delivery. A guard will hand you a camera on your way out. When you return, enter at the Embassy's front gates and DOOM will personally escort you inside."

He looks back towards the books, hands held behind his back. It seems like he's dismissed you. Taking the cue, you head out side and when you're safely away from the embassy, you pause on a rooftop. What should you do?

You pull out your phone and quickly dial Felicia's number. After a few moments of hearing her fumble around, she finally answers. "Hello? Peter? Sorry about that. I have to use the damn speaker phone!"

Yeah, she seems a little annoyed. "Soooo, I'm following a lead on the curse. But I have to break into the Baxter Building to complete this quest. Any advice?"

There's a few moments of silence. "What."

"I need to sneak into the Baxter Building."

"The place quarantined because of SPACE RADIATION."

Her voice is flat and you hear a slight sounds of a hiss in her voice.

"Yes?"

You hear her take a deep breath. Then another. "Try the roof. Most skyscrapers don't think too much about their roof security because its nigh impossible to climb. Other than that, it's owned and maintained by one of the smartest people on the planet. Expect a lot of security systems, but considering the quarantine, I wouldn't expect any real guards."

"Thanks, Felicia."

You hear her let out a sigh. "Yeah. You're lucky you're cute and funny or else I'd kick your ass for stressing me like this."

"Love you too, bye."

"Maybe I'll kick your ass juuuust a little bit..."

Hanging up after she does, you sigh and get closer to the Baxter Building. Getting in and out of there will requires all of your skill and cunning.

You spend a moment limbering up as you recall of your science lessons because that building is covered in damn windows. There's no way you're climbing that thing. Remembering the elasticity of your webbing, you use it to make a slingshot for yourself, mentally double-checking the math before releasing it and sending yourself flying into the air upwards and towards the top of the Baxter building. As you near the top, you web two different places on the roof and use it to pull you in, before spraying a bunch of webbing to act as a giant net.

As you get off of your webbing, you look at your web-shooters. Still plenty of cartridges, but you could really take the time to improve your web-shooters sometime. With more additions and modifications, you could do a lot more with them.

Heading over to the door, you turn the doorknob, which opens. Wow. They didn't even lock the door. However, Aunt May didn't raise a fool. So, instead of walking down, you wall climb instead, dodging security systems that would doubtlessly catch normal people.

Still, there's a residential section, if you recall correctly, on the ninth, tenth, and eleventh floors, a medical lab on the twelfth, and the lower floors are normally offices, all closed thanks to the quarantine. You're currently on the sixteenth floor, with this floor and the next four being Reed Richard's persona labs.

Which floor do you try to get to?

You head towards the elevator and get in it, hitting for the bottom floor before you climb out the maintenance hatch on the top and jump out, climbing by using your ability to climb walls until you reach the eleventh floor elevator door and open it, climbing out onto the ceiling. Climbing around, you see areas that lead into personal quarters, some with names.

In particular, you see one.

"Storm, Susan"

Thank god.

You're on the ceiling on the outside of the entrance to Susan Storm's personal quarters.

Dropping to the ground, you knock on the door, loudly. After a few seconds more, you knock again. You hear someone sigh on the other side of the door, and hear it unlock.

"Look Reed, I'm not-"

She freezes, as do you, as you see Susan Storm, so-called girlfriend of Reed Richards and doctorate in Biology open the door in her bathrobe, an irritated look on her face that quickly turns into one of shock. Her eyes widen in surprise as she points at you.

And then she turns invisible.

You keep your cool as you fish out the letter, looking around. "I'm here to deliver a letter for a Dr. Storm. Look, if you don't want to tip me, that's fine."

Taking a couple of deep, calm breaths, Doctor Storm is staring at you incredulously. "You're Spider-man. In The Baxter Building."

"Yes. Yes, I am."

She looks down both hallways before pulling you in, closing the door behind her. She runs a hand through her hair, looking exasperated. "Look, you are the first person I've seen in at least a week. And the only one that isn't military."

She pauses and looks at you. "You aren't military, are you?"

You let out a sigh. "Look, if I was military, the NYPD blue wouldn't be after me because of vigilantism. I'm here because someone asked me as a favor to check on you and give you this letter."

You hand the letter to her as she eyes the handwriting. "Victor?"

Opening it, she reads the letter before collapsing into a nearby chair, looking exhausted. She glances at you. "So, the Spider-man thing… is it mechanical or biological? Because you don't seem to have a lot of room for any mechanical apparatus for the wall-climbing. But I don't get how it works biologically, either."

Pinching her nose, she lets out another sigh. "Sorry, that's been bugging me. We've been in here, stable, but Reed's not letting us have any contact with the outside world, even though I've confirmed the tests that we're not infectious, contagious, unstable, or any of that. We've just been altered on a molecular level to have different…

"And there I go, rambling again. Sorry. It's just, we could be out there, but Reed keeps on keeping us in secret. I can understand Ben not wanting to, but Johnny and I-"

She pauses and looks at you. "Hey, you delivered Victor's letter, right? Could you get Johnny and I out of here?"

**OO**

**_Interlude_**

"Look, its Spider-man waving at Dad and me!"- Anya (10.30AM)

Click.

"He's so cool! I want to be like him one day!" - Anya (10.31AM)

Click.

"Gilberto Corazon"

Licking a bloodied palm, the figure looked at the images of Spider-man before looking back to the image of the girl with her pretty, red hair.

"I think you'll be my next masterpiece, it'll be so cool!"

Getting up from the chair, the figure heads over to the closet before opening it. Moving some linen, two short swords are revealed, voice quiet as always. "Man, I thought these would be cool, but they cauterize the wounds, making less of a beautiful scene."

Stretching, the figure yawns. "Well, I suppose it'll have to wait until next time. Will you catch me with this one, Spider-man? Maybe I should be a little more creative?"

Snorting, the figure shakes its head. "Yeah, right. And pigs will fly. Nobody's smart enough to catch me. Still, I should probably clean up. Ya never know when that pest will pop back up."

* * *

**_END_**

**_To Be continued_**

* * *

**_Please Review_**


	22. Breakout at Baxter!

**_[THE CAT'S CURSE] ARC_**

* * *

**CHAPTER 22**

**Breakout at Baxter!**

* * *

You hand the letter to her as she eyes the handwriting. "Victor?"

Opening it, she reads the letter before collapsing into a nearby chair, looking exhausted. She glances at you. "So, the Spider-man thing… is it mechanical or biological? Because you don't seem to have a lot of room for any mechanical apparatus for the wall-climbing. But I don't get how it works biologically, either."

Pinching her nose, she lets out another sigh. "Sorry, that's been bugging me. We've been in here, stable, but Reed's not letting us have any contact with the outside world, even though I've confirmed the tests that we're not infectious, contagious, unstable, or any of that. We've just been altered on a molecular level to have different…

"And there I go, rambling again. Sorry. It's just, we could be out there, but Reed keeps on keeping us in secret. I can understand Ben not wanting to, but Johnny and I-"

She pauses and looks at you. "Hey, you delivered Victor's letter, right? Could you get Johnny and I out of here?"

She pauses, shaking her head. "Look, it isn't like we're being treated terribly here, but I hate feeling like I'm some science experiment under the microscope. And it's been long enough that there's not going to be any new changes as far as I can tell. Reed might be able to keep himself cooped up in labs for weeks on end, and I understand why Ben doesn't want to leave, but Johnny and I had lives we need to get back to."

She glances over at you.

"So, you think you'd be able to help us?"

You pause thinking about it. "Well, pardon for me asking this first, but what's the story between you, DOOM, and Reed Richards?"

She look at you and raises an eyebrow as you raise your hands defensively. "Look, I understand it's rather personal, but if you want me to get you out of here, I need to know what sort of situation I'm sticking myself further into. DOOM's a pretty alright guy, a bit theatrical but he's doing me a big favor in return for doing him one. BUT-"

You raise a finger.

"-But, there's no telling what will be the situation on how Reed Richards will act if I try to get you out of here. I don't really want a super-intelligent scientist with government connections after me because I kidnapped his girlfriend. You are his girlfriend, right?"

Sue Storm buries her face into her hands letting out a sigh. "Well, before this mess, the answer was probably a maybe. Look, Reed is a nice guy when he isn't blowing everyone off for work. It's always been a problem of his. But now, we ARE his work. He's doing his best to try to figure things out and get us back to normal, but he's in that 'super scientist mode.' We haven't actually ever dated, either. As for Victor…"

Sue shrugs. "Well he and Reed don't get along well. He's a nice guy if you can get to know him, but he doesn't easily forgive grudges. And with how Reed is, Victor took several things as insults and what started off as a small rivalry on his part has turned into bitterness on Victor's part after the accident. But he's like another brother, so it's a bit hard to deal with sometimes as I didn't want to take any sides."

Closing your eyes in thought, you try to figure out how to answer.

You rub at the bridge of your nose through your mask. "Look, I want to help you. But after getting you both out you do realize the three of us would be in a very difficult position. My original exit strategy probably won't work with three people, so I'd need to think of something."

You pull out the camera and set it down.

"First of all, I'd appreciate if I could get a picture of you and a small message written to DOOM that this is your idea so that he'd be more willing to help IF we can't think of a good way out of here. That was part of my original goal from him, after all. After that, while I try to think of something, you go get your brother so we can all be on the same page, alright?"

Sue nods as you pick up the camera and take a picture of her after she takes a moment to look in a mirror. Following the letter being written and handed to you, she heads out the door as you sit and think of what to do.

You think on multiple ideas, such as seeing if Dr. Storm could do that invisibility thing with multiple people and control it. Or you could probably carry them while web slinging out of here. Or hell, you could just burst down a window and get them out of here.

BUT that has some risks too. And while you'd like to go to the Daily bugle with this, this is a quarantine. Who knows if the military wouldn't just shut down everything relating to it? Regardless, you should wait on any final decisions until her brother arrives.

You wait for a few moments as the door opens. Susan Storm walks in with her brother, Johnathan Storm. The moment he sees you, he stops whatever he was about to say. Gently moving her out of the way, he stares at you in shock.

"Move it, Christmas Cake."

Sitting down across from you he doesn't break eye contact. Not once. It's a bit unnerving.

"Soooooo…."

He grabs you by the shoulders, a manic look in his eyes... "Ohgodthisisthecoolestthingever!Dude,what'sitliketobeacelebrityhero?CanIhaveyourautograph?Hey,Icanmakefire,wannateamupandbeasuperheroteam?Iwon'tgetinyourway,Ipromise!It'dbelikeBatmanandSupermanorMegamanXandZero!"

He's shaking you like you're a martini about to be given to James Bond while Dr. Storm looks both annoyed and embarrassed.

You stare at him as he continues to babble past your comprehension. Placing your hands on his shoulders, you take a deep breath.

"Damn, son. Calm down!"

Shaking him once, Johnny's eyes widen as his face flushes. Taking a deep breath he smiles sheepishly and extends a hand. "Sorry about that. Johnny Storm. Call me Johnny, Spider-man."

Shaking his hand you let out a breath of relief before pausing. "Friendly neighborhood Spider- Wait. Christmas Cake?"

Cocking an eyebrow- it's a shame the mask covers that. Nobody will ever get your expressive sarcastic nature in full without being able to see your facial expressions- you look at him. Johnny crosses his arms and nods. "Yup. That's sis. She's twenty five and a doctor. And like the Japanese term, she's a holiday cake that once Christmas passes nobody wa-"

You watch in shock as Susan Storm knees her brother in the stomach, as he doubles over. He glances up and grins at her. "Love you too, sis."

Running a hand through her hair, she sits down. "Alright, so, as I was explaining to Spider-man, I'd like for him to get us out of here when he leaves, if possible."

Johnny looks over to you. If this was once of Harry's anime, you swear his eyes would sparkle. "REALLY?"

Dr. Storm clears her throat as he pauses and scratches the back of his head and looks away. "Yeah, so that'd be cool or something."

You pause, as both of them look at you like you're some sort of experienced role mod- Fuck, you ARE some kind of Role-Model and to them you're much more experienced.

You nod.

"I could. But, are you really prepared for the worst case scenario? Are you prepared to be on the run from Reed Richards AND the US Government?"

Johnny pauses, as if to consider something. Then he stiffens up as his eyes widen.

"You're testing me. This is a test! You're asking if I'm a bad enough dude."

His eyes narrow as he smirks. "Well, you're damn right I'm a bad enough dude."

What? No that wasn't- You rest your face in your hands. "Look. I'm being serious. You don't know what the consequences could be from breaking out of this quarantine. This isn't a game."

You point at the TV. "There is some crazy serial killer trying to get my attention because I stopped a thief and then stopped a madman in a Halloween costume from blowing up a school. I then failed to stop this killer from killing cops and I didn't even know about it. That might be small time to what might happen here. There will be a consequences to doing this and whatever happens?

"It can't UNHAPPEN."

Johnny stares at you as you breathe deeply, trying to calm down. You collapse into the chair and let your head flop backwards.

There's silence there for a good while.

"Even so, I still want to go."

Your head shoots up at Susan's voice. Johnny looks indecisive and a bit surprised. Susan Storms face is serious as she looks at you.

"I've considered this all, too. But you also have to consider my worries too. There might not be a cure and we might be stuck like this forever. Do you know how interested certain people are in humans with supernatural abilities?

"They'd kill for the ability to reproduce our abilities. I don't want to sit around forever as a lab rat unable to interact with the outside world for the rest of my life or strapped down to an autopsy table in some base. With this quarantine, it'd be easy enough to say that we died and our bodies were too hazardous to keep and had to be destroyed."

Her eyes look at you, sharp and calculating. "Johnny might be a bit of an idiot, but he's got friends and a life out there. I have works that I'd like to continue studying. Even if it was on the run, I'd rather live the life I choose to than one imposed upon me."

She spreads her arms. "I understand there's a lot that can go wrong and we'll need a cohesive plan. But don't think I haven't considered the consequences, Spider-man."

Johnny, listening to his sister, takes a deep breath and nods his head, a determined and stubborn look on his face.

"Fine, you win. But we need a solid plan."

You really can't argue with her logic. "But have you at least talked to Dr. Richards about this?"

"Yes."

The reply is curt, quick, and has a tone to it that seems a bit scary.

So, the three of you begin discussing what you're capable of and what would the best way be out of here. Seems like Richards made sure that everyone had fundamental control of their changes so they weren't actually a threat. But, at the same time, was heavily against overuse or experimentation with the powers.

Susan Storm has the ability to turn invisible. It's currently limited and she's not entirely how it works, but it only affects her and anything she's carrying on her. She might be able to carry one person and use her ability, but that's not something she's entirely sure of. But, it also makes her invisible from electronic surveillance. Yikes, no wonder she's worried. Any government would go nuts for the ability to produce people who could do that.

Johnny has the ability to create fire. The more of it he creates, the more he's engulfed in his flames- though dangerous to others, they don't hurt him, though.

Currently, Susan's promoting the idea of heading to the roof and making a quick escape, Susan and Johnny following invisible, you'd then grab them, lifting them just to test to be sure you could, and web-line away and into hiding. There's not a lot of places they can go, currently. Any associates or friends would be immediately under suspicion. That leaves you with a problem. You COULD try to see if Felicia could take them in for a while or you could see if DOOM would take them. However, the latter would likely cause a diplomatic incident if you're lucky.

The first option would undoubtedly expose your and possibly Felicia's identities to them, though.

You decide to go with the plan. Johnny and Susan get a few essentials and Susan gets dressed before the three of you head out. You can practically hear Johnny going 'So COOL!' when you start wall-climbing. You move slowly and head with them to the roof, taking the elevator.

Moving is slow and several times you think you hear something, but the three of you make it to the roof access door.

Undoubtedly, you'll head with them to the Latverian Embassy, but first you've got to get out. Giving Susan and Johnny a moment's breather, you all move to open the door when you hear it. The sounds of an aircraft.

VTOL, if your nerd brain is correct. Someone's landed on the roof and they're going to come this way. Glancing at your companions, you grab them and lift them up, securing them to you with your adhesion ability as you cling to the ceiling above the door. Susan bites her lip hard as you feel…

Something pass over you as you, she, and Johnny disappear.

And then the door opens.

You take a deep breath. The VTOL is still out there. You'll have to make a move now without being caught. This will take all the effort you have. The door opens as you see a red haired woman in a black catsuit, followed by a bald, black man with an eye patch over his eye, and then another woman with black hair.

As the door is closing, you see an opening. Moving as fast and quietly as you can, you pivot on a hand and flip through the closing doorway and onto the roof of the entryway's exterior, quickly moving to the other side and, carefully, web slinging away, Johnny and Susan Storm both there and, as none of the three seemed to have noticed your exploit, you're probably safe.

Probably.

Still, it doesn't hurt to get several blocks away at which point you set them down on solid ground. Dr. Storm is looking winded and tired and a bit fearful while Johnny looks exhilarated.

Still though, you escaped from the Baxter Building. Time to go meet Doctor Victor Von DOOM and report in what happened.

* * *

**_END_**  
**_To be continued_**

* * *

_**Please Review**_


	23. Trapped in His Own Web

**_[THE CAT'S CURSE] ARC_**

* * *

**CHAPTER 23**

**Trapped in His Own Web**

* * *

Having helped Susan Storm and Johnny Storm escape from their quarantine in the Baxter Building, you barely avoided being seen by several government agents.

Having more than fulfilled your part of the bargain with DOOM, all that remains is to meet with him and secure his aid in helping cure Felicia of her curse.

As you swing into an alley without being noticed, you let Johnny and Susan Storm down. Johnny's grinning like a lunatic while Dr. Strom seems to be trying to catch her breath. After she recovers for a moment, you clear her throat.

"Hey, sorry to bother you like this but do you think you'd be able to give me a number to call DOOM with?"

She pauses before shaking her head. "I had a number for Victor, but it was on my phone, which had been confiscated. You'd have to try to call the embassy."

She pauses. "But Johnny and I aren't going anywhere near any phones. I'm also sure, unless Reed put a tracker into us without leaving any marks that we aren't' bugged. We'll wait here while you call."

Nodding you websling away. Looking around for a telephone booth, you manage to find one and call information for the Latverian Embassy. Memorizing the number, you call the Embassy, waiting through the options until you reach a real person. Outside, you can see a couple of people pointing at you.

"Hello? This is the Latverian Embassy. What is your reason for calling?"

Hanging up the phone, you quickly leave the booth and websling away. Pictures being taken of you by Pedestrians as you go. Several people are on the phone, looking around for a street sign or other form of road identification, which ping your Spider-sense.

Taking some evasive actions while traveling by web, you notice a few police and other cars heading towards where you were, but you manage to keep out of sight and get to the alley you left the Storms. Looking around, you don't see anything until you lower yourself down as which point, the two reveal themselves.

"Look, Couldn't reach doom, but I've got to get you two to the Latverian Embassy. It's the only safe place for now."

Susan nods as you adhere to the two as the grab a hold of you as you head toward the embassy. When you're nearly there, you see yourself turn invisible. Looking in the distance, you see why. There's several vehicles in front of the Embassy, with a man in a black suit talking with the Gate's Guard.

Webslinging past them all, you land on the balcony where you entered last time and knock several times. After a few moments, an aide approaches the door and opens it and looks outside. Keeping your voice low, you talk to the Aide.

"Hey, this is Spider-man. Could you tell DOOM that Spider-man is here and that the situation is rather pressing?"

The Aide looks in the direction of your voice before closing the door. A few moments later, DOOM walks outside, leaving the door open behind him. He doesn't say anything as he surveys the scene in front of his Embassy. He taps the railing in front of him as you quickly make out Morse code, telling you to head inside. Doing so, you wait a few moments before he heads back inside, closing the door and shuttering it.

Waving the Aides outside, DOOM clears his throat as Susan drops the invisibility, wheezing as she tries to catch her breath. Behind his mask, DOOM's eyes widen, his voice cold.

"Man of Spiders, why are there Federal agents outside my Embassy? Why are Jonathan and Susan here? Why were you three invisible?

"And, most importantly, why is Susan in such a state?"

You glance over at Susan Storm, who seems to be doing a bit better. DOOM carefully helps her over to a chair before she starts explaining all that happened. She stops to make sure Johnny doesn't butt into the story several times, but eventually she finishes.

DOOM stands there for several minutes before turning to you.

"While DOOM understands the situation, do realize that your accidental alert of the Federal Government to where the Storm family might be has complicated things for DOOM. DOOM is honor bound to assist you for completing DOOM's task."

He turns around and lets out a contemplative, thoughtful noise.

"DOOM would need to examine the curse directly. However, there is no way for you to enter and exit DOOM's Embassy without being seen."

You turn to DOOM and let out a sigh. "I'm sorry, Dr. DOOM, Johnny, Dr. Storm. I really messed up and I've screwed things up for you, all of you."

DOOM pauses and nods his head, tipping his hat. "Apology accepted. DOOM acknowledges and respects the fact that you, Man of Spiders, are aware of the error you have made and are admitting it."

You pull out your phone. "I've got to call the person who's cursed, see if they might have some sort of way."

DOOM nods as you dial Felicia's number. After a few moments, she picks up, her voice cautious. "Peter? What's going on?"

Clearing your throat, you answer. "Well, I helped out someone who can break your curse, but we're rather in a tight situation. Think you could disguise yourself and get into the Atverian-lay Bassy-emay?"

He pauses for a few moments before responding, a hiss evident in her voice.. "JESUS, PETER! WHAT THE FUCK?! NO. FUCK. I have to get out of here now, Thanks a fucking lot! I DID NOT NEED THIS ON TOP OF EVERYTHING ELSE, PETER!"

She hangs up on you. Trying to call her back, you get a disconnected notice.

Oh, fuck.

Felicia's flipping the fuck out because firstly, the Feds are involved, as is international problems. Even if she wouldn't suspect the phones being tapped, she's a big wanted criminal and skipping town is her first reaction.

It is doubly so because she's got cat ears and a tail and doesn't want to be locked up as somebody's science experiment.

You stare at your phone blankly.

"…I should just stop using phones...probably forever."

Before clenching your hand. The plastics and electronics crumble as you crush it with one hand as Johnny whistles, before being cut off by a smacking sound.

You stare at the remains of what used to be a phone, you're constantly thinking mind having reached its blue screen of death. Just for a long moment.

And then it reboots. Your head shoots up at the window. Knowing Felicia, she's probably going to try and skip town. She's the Black cat, no doubt she's got some contingencies. You have to get to her before she can vanish.

Your mind calculates an efficient scheme.

"Dr. Storm, I really need your help right now. My cursed friend is about to skip town. I need to get there without causing any more trouble."

DOOM looks like he's about to say something but pauses, seemingly recognizing something in your tone. Susan Storm looks at you before nodding. DOOM grudgingly heads towards the balcony's door as you feel Dr. Storm grab on as you adhere her to you and head out as a fast pace, not using any webs to get past the Police and Feds perimeter.

After passing the Perimeter, you hurriedly begin to Websling to Felicia's at a fast pace, but not too fast of one for Doctor Storm. It takes you, at a fast pace, about twenty minutes.

When you arrive there, you see a figure out front staring at the house, wearing a long coat with its hood up. It seems to be holding something in its hand, there's also several bags next to the person.

Landing, the figure turns towards you to reveal Felicia, her eyes bloodshot.

"What are you -doing- here?!"

You step close to her. "I told you. I'm not going to leave you alone. I'm going to get you cured. And then we'll figure things out."

You step closer to her even as she looks like she's about to bolt and wrap your arms around her. "I screwed up, yeah. But I'll do whatever it takes to fix things."

She struggles a bit before grabbing you. You feel something wet against your mask as you hear her sobbing. "I was scared. I was so, so scared. So I just didn't want to be here anymore. I just wanted to run. It was too much."

"I'm sorry, Felicia. I am so sorry."

It takes a little while before she calms down in your arms. "You're an idiot and not allowed to do anything without my say-so anymore. Got that?"

You nod as she tries to pull herself together, wiping at her nose. She freezes as she sees Susan Storm. "Relax, she's' in our boat. Somewhat. Regardless, I need to get you to the Latverian Embassy ASAP, alright?"

"How?"

"Leave it to me and Dr. Storm."

Doctor Storm takes a few moments to recover, and while she's clearly tired, she's still good to go one last time, turning the three of you invisible. And the three of you are off.

Getting past the blockade is easier, especially with it seeming to have begun to break up. There's only a few vehicles left.

DOOM's still out on the Balcony as you enter the open door behind him. Tapping him on the shoulder as you pass, you notice he nods and enters the room, securing it behind him a minute later. Susan Storm collapses into a chair looking haggard.

Felicia looks around nervously as DOOM approaches and extends a hand. Felicia hesitantly extends hers as DOOM gently takes it into his hand and presses it against his mask as if to emulate the kissing of a lady's hand.

"DOOM would like to apologize, Fair madam, for the troubles you have been experiencing. However, DOOM assures you that if the Man of Spider's phone was compromised, it was not on Latverian Grounds. DOOM himself has seen to that. There were also circumstances outside of his control that could not be helped. However, Doctor Victor von Doom will assuredly cure you of your malicious malady. "

He opens up his lab. "This might take some time. Do you have the original curse vector?"

Pulling out the box, DOOM nods, taking it from you. "I may need to examine the form your curse has taken, however do take this time to rest and relax. Whatever you desire, DOOM shall see is brought to any of you."

Felicia nods as she looks around, a bit awestruck as DOOM heads into his lab.

Johnny's sitting there, looking like he wants to say something, while Susan is giving you and Felicia a melancholic look.

You wrap your arms around Felicia and lightly run her back. You feel her somewhat relax. "Let me introduce you to Johnny and Susan Storm."

Dr. Storm shakes her head. "Call me Sue, Spider-man. You've put yourself in a deep situation for us, so you might as well call me by the name my friends do. I only caught your first name, but you don't have to worry. Johnny and I won't tell anyone anything, Miss Felicia."

Sue lets out an exhausted groan as Johnny's eyes widen as he points at Felicia. "Are those-"

SMACK.

Moments later, Johnny's clutching at his head. "What was that for?"

Sue shakes her head. "Sorry about him. He's an idiot. I'm Sue Storm. Spider-man got us out of being government lab-rats for the rest of our lives because our trip into space caused us to get super powers. Like you saw earlier, I can turn invisible. Johnny isn't to use his powers, but he can create fire. We're both hoping to get back to normal ourselves."

Felicia nods, leaning into your one-armed hug... "It's a pleasure to meet you."

Johnny stares at you, a contemplative look on his face. "Hey, Spider-man. Do you mind telling me who you are? I won't tell anyone, but it'd be nice to call you by your name and not by your title."

Sue looks a bit contemplative herself. "I must admit, I am curious how you gained your powers myself, but I won't pry if it makes you uncomfortable."

You shake your head. "I don't really want to risk my identity right now. I'm feeling a bit paranoid, all things considered. As for how I got my powers?"

You pause considering how much you want to tell.

"Well, I was bit by a genetically engineered Spider."

Sue's eyebrows raise. "Really? That doesn't make sense unless-"

"-It was an unintended consequence or the intention in the first place. I've also checked my blood regularly to see if they're any mutations, but it seems that I'm stable. There's a lot involved in that I'm trying to get to the bottom of, but it seems like some new problem pops up every day."

The three of you have small talk for what's probably several hours until DOOM's lab opens up as he walks in.

"DOOM has isolated the curse. It is a powerful and dangerous thing. DOOM will give you two solutions, Man of Spiders. You may let DOOM sever you from your powers as a sacrifice to kill the curse, or you may let DOOM send you into the future, allowing DOOM time to work on a cure that you may retrieve and return with."

He raises a finger. "DOOM had considered letting you try to fight it within the Spiritual Realm, but there's no telling what damage you might unwittingly do there, so DOOM is taking that off the table."

You raise an eyebrow. "The future? Why? It shouldn't be too hard, should it?"

DOOM crosses his arms and shakes his head. "Unfortunately, Man of Spiders, this curse will become permanent after three days. Following that, it will slowly and systematically begin destroying her mental facilities until the madam is nothing more than a feral Human and Feline hybrid.

"These are the ONLY two options DOOM can present you. And if you lose your connection to your abilities, it shall be for the rest of your life. You will never regain them as long as you live."

Felicia, Johnny and Sue look at you, though Felicia looks like she's on the edge of a panic attack.

You grimace, and take Felicia's hand and hold it. "I need a little more time, alright? I need to talk with Felicia."

DOOM nods, gesturing towards the room out there, heading over to a computer and pressing a button. "The three of us shall reside In DOOM's lab while you two talk in DOOM's office, you shall not be monitored. This is an important decision you shall need to make. Take great care."

You both nod as the secret doorway shuts, leaving the two of you alone in the office. Felicia pulls of your mask, running her thumb over your cheek before kissing you and pulling back.

"Peter, what do you think you'll do?"

You walk over to the chairs you sat in before and sit with her. "I don't know, Felicia. I don't know. I'd gladly give up my powers for you but…"

You clench your fists. Hobgoblin. Carnage. Osborn. Smythe. She covers your hand with hers, squeezing yours lightly. "I understand, Peter. You've got a lot of problems that those powers are needed for."

Felicia bites her lip. "I'm scared Peter. I've got two days left, after today. I.. Don't want to lose myself. If you go into the future, what if there's no cure? What if you return only to see what I end up like, knowing I'll never recover?"

Your eyes narrow. "No way in hell. I'm going to get that cure, Felicia. One way or another. If going into the future doesn't work I'll sacrifice my powers to do it instead. One way or another, I'm going to save you, just like I promised."

The worry begins to melt off of her face as Felicia leans in and kisses you. "I know."

She takes both of your hands in hers. "Peter, no matter what happens, I'll wait for you to come back to me."

She gets up, pulling you up with her and hands you your mask. "Whatever you choose, I'll support your choice. You only have to come back to me. I don't care about your powers or Spider-man or anything else. I just care about you, Peter Parker."

You look down at the mask in your hands.

You put on the mask. "I'm going to find a cure for you, Felicia."

You take her hand and head over to DOOM's secret lab and trigger the access to it. The bookshelf slides to the side and you open the door behind it.

DOOM seems to be readying some sort of machine. It looks like there's computers and Frankenstein machines to the sides of a ramp that leads up to a platform. DOOM looks back at you as you nod at him.

"Know you must go alone, Man of Spiders, if you are to travel to the future. That is all DOOM can manage."

You nod, your choice already made as Johnny whines in disappointment.

* * *

**_Song_****_: (Chrono Trigger OST 02 - Chrono Trigger (Chrono's Theme))_**

* * *

"Doctor DOOM, I'm going to the future to get that cure."

He pauses and you can almost see the grin behind his mask. "GOOD! DOOM SHALL FIRE UP THE TIME MACHINE!"

He pauses and looks back at you. "This portal will create a slice in space time, connecting it to the future. To return, you will have to use this machine in reverse, which shall seal the rifts. But be forewarned- whatever enters with you shall return as well. And time abhors a paradox- no two things can exist at the same time!"

He clenches his fingers as lightning begins to form around them as he slams his fists onto two circular devices, as the machine begins to turn on. "MORE POWER."

"MORE!"

"DOOM DEMAND MORE POWER!"

The lightning and energy surrounding his hands seems to increase as you hear the machine begin to come to life. In the circle, you see a blue dot appear as lightning flickers from the ring surrounding it, striking it again and again until it… unfolds.

"NOW, MAN OF SPIDERS! NOW!"

You run up the ramp to the edge of the portal before looking back. Felicia nods at you as Johnny salutes you. You turn around and step through-

It feels like you're falling forward. You try to keep looking forward as you see another hole form-

You step outside of the portal- fall out, really- as you look around. The sky seems to be covered in ash gray clouds and the city around you is in ruins. You see a poster here and there of a hammer, but you try to make sense of this place.

Getting to a higher ground, your eyes widen. You're in the remains of Latveria's Embassy. It's in ruins, as is New York. Looking around, you see a clock that seems to still be working in the rubble. Picking it up, you freeze.

It's the year 2035.

You're twenty years in the future.

And the world seems to be in ruins.

* * *

**_Song_****_ :( Silent Hill Shattered Memories - Hell Frozen Rain)_**

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**_END of [THE CAT'S CURSE] ARC_**

**_NEXT [THE WORLD WITHOUT] ARC_**

* * *

**_To Be Continued..._**

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_**Please Review**_


	24. Future Shock: School Rumble

**_Publisher's Note: Well here's how the world without peter Parker turns out, if your confused about the concept of time travel I'll explain in the coming chapters based on Cosgrove's own explanations, since peter went 20 years into the future he now exist in a world that grew up without him for that duration, that's why the Arc is known as [THE WORLD WITHOUT] Peter Parker. Now Enjoy._**

* * *

**_[THE WORLD WITHOUT] _**

**_and _**

**_[CARNAGE] ARC_**

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**CHAPTER 24**

**Future Shock: School Rumble**

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You spend some time gathering your composure, trying to look for anything in the remains of DOOM's embassy. It's cold, colder than you expected, but thankfully your costume is helping keep you warm. Guess going for more durable materials that keep you warm has an upside.

However, there's almost nothing to retrieve here. No signs of DOOM's labs or anything you could use to help you. Looking at the ruins analytically, it seems like something had assaulted and destroyed much of the building.

But, to be fair, a lot of the nearby area seems to be in ruins as well. They say that New York can be a dump, but this is taking it a bit too far.

You need to find Dr. DOOM and retrieve the cure for Felicia from him. But where should you look?

You need to return home. Uncle Ben, Aunt may, the Watsons… what happened to them? What happened in the last twenty years?

There's no enough buildings to get you to home. And, honestly, you don't want to risk web slinging on some of them, you Spider-sense pinging it as dangerous. It takes you at least an hour to get home. According to the clock you pilfered, it takes you two and a half hours as you carefully make sure you don't injure yourself with any rubble.

Arriving to your street, you look around dread building. The houses are in ruin and disarray. It's unlikely that there's anyone living here anymore. Passing the almost entirely destroyed Watson house, you drop to your knees as you see the state of the home you shared with your aunt and Uncle.

In front, there's three graves, roughly made out of wood, what weeds able to grow overtaking them. The names seem to have been burned into the wood.

"BENJAMIN PARKER, MAY PARKER, ANNA WATSON"

You feel the tears welling before you mask as you desperately try to blink them away. You spend a good amount of time in front of the graves.

How did this happen? WHY did this all happen?

WHAT THE HELL HAPPENED HERE?!

You take your time to try to regain your compose as you look at your home. While it's standing (barely), the roof has obviously caved in at some point and several of the walls seem to have holes in them. The building's going to be dangerous to navigate in.

Though hard to tell from the ashen skies, you probably only have about four hours until it gets dark. God only knows what'll happen then.

You spend time cleaning up the graves. Maybe it's just a waste of your time, but it would bother you to leave them untended. When you finish, you look down at the graves. There's no flowers you can lay on them, and it isn't what they deserve but, you'll stop this from happening. At the very least, you hope they're in peace in heaven.

Approaching the house, it's actually safer to head in a hole. The muffled smell of rotting wood hits you as you look around. The second floor is caved in, there's no getting in there. Many of the valuables have been looted already, it seems.

Heading down into the basement, you move carefully. There's no lights down here, so all you're depending on is a barely functional flashlight you found upstairs. Turning it on you let out muffled cursed. The place has been ransacked.

No, perhaps it'd be better to say someone tore up the place. Looking around, you head over to the secret compartment, but it is empty, as you HAD taken everything important from it before you left for Felicia's house. However, the door seems like it's been ripped off in a fury, splinters of it scattered everywhere.

You freeze and look at the fridge to find it open. On the ground nearby, there seems to be the remains of a glass vial with a label shattered, but no evidence of anything having spilt from it.

And no sign of the rest of your blood samples or their vials.

Seems like someone's been here. Worse, they knew where you kept your stuff. Even worse, your blood isn't spoiled- it's gone.

With time running low, you're not sure you could make it to Felicia's before it got dark. However, you should be able to make it to the Stacy Home. Traveling fast, you look at the destroyed areas with an uneasy feeling in your gut. When you reach the Stacy residences, you look around. There's no cameras anymore. Those have probably been long taken or destroyed.

The house seems like it's in decent shape, better than yours was, so you decide to head inside. There's not too much in here, honestly. Going through the rooms, you try to find if there's anything that could give you an idea of what happened. However, there's no power, nor is there any food.

Heading upstairs, your nose wrinkles as you smell decay and rot. Heading towards the smell, you open the door before you stumble back. In a rotted bed, there's a body laying there, obviously years old and heavily rotted. Swallowing the bile you look at where the body was laying.

Seems like it was in its bed, and there's multiple broken or cut ribs as you look around you feel a sinking suspicion of who this is.

Captain George Stacy.

Backing away, you look across the other rooms trying to find Gwen's room. You find it, heavily ransacked- but it seems like whoever robbed this house- it wasn't looters. The door was properly closed and none of the windows were broken in. Whoever left this house didn't have to break in, or did so in such a skillful manner that Captain George Stacy wasn't aroused from his bed.

An uneasy weight settles into your chest along with relief.

Gwen's body isn't here, so why is George Stacy left like that?

Why was this house untouched?

It's like people were too scared to go near it.

There's about an hour and forty five minutes until night.

You decide to head to Midtown high. There might be something you can use there, some food maybe, and you won't have to stay in the same house as Captain Stacy's corpse.

Hurrying to your school, you pause before making it there. Looking around for any signs of trouble, you don't notice any. Midtown High seems deserted but practically untouched.

However, that doesn't mean people couldn't be inside of it.

Should you head on in, or try to sneak your way there and scope out the area before heading in?

You have about an hour and a half until dark.

You move stealthy and scope out the area. While you take your time, you're also vigilant and constantly aware of your surroundings. You're also as stealthy as hell, the dark reds and blues of your outfit are much easier to blend in with the darkening ashen skies.

Surveying Midtown High School, it becomes obvious from the few maintained vehicles and lack of vandalism, plus minor reinforcements and the occasional light from obviously artificial sources inside that this place is not only occupied, but it has several people that are her doing so.

However, with the area in this state, it would be easy to assume that the school has been in this untouched abandoned state like every other building. There's also a few positions on the roof where you can see some reinforcements. God only knows what the inside is like.

This place almost certainly is inhabited. By what, you don't know.

But god, you hope that it's people.

There's less than an hour until Dark

You try sneaking into the building. The windows are mostly covered or heavily tinted, making it hard to see in them. The ground doors are also probably barred or locked. So that leaves the roof.

Opening the door, you let out a cheer until you hear the door hit a can, sending it down the stairwell in a loud, noisy clatter.

A few moments later you can hear movement.

You let the door close and hop on top of the stairwell access and try to hide. You wait for them to leave so you can get a look at them or a way to sneak in. When the door opens, you feel your Spidey-sense blare as you dodge to the side as a woman uses the ledge of the rooftop to flip and kick at where you were standing last.

However, you're still on the defensive, dodging and dipping under each one of the attacks in tune with your Spider-sense. The woman doesn't pause, a strange visor and mouthpiece over her face as she talks out loud. "Doktor, we have encountered one of the Type 3s, they've discovered the location it seems."

As you dodge another blow, she nods minutely. "Acknowledged."

Her firsts and legs start to head up as she begins to increase in speed as you do your best to match and dodge where she'll hit. If even one of them glances you, it'll probably be bad.

Also, what is she? Johnny Storm's crazy assassin daughter?

As you dodge another blow your spider sense suddenly blares right behind you. Throwing yourself to the side, you see the wall in front of you suddenly have a large crater in it. Looking back over, the woman? Who assaulted you has paused, and there's another woman there with long blondish to silver hair holding what looks like an oversized magnum revolver with a silencer in her hand.

This woman's brow furrows, her voice reminiscent of a parody of all bad movie Nazis. "Impossible!"

Before you can retort, you shift your head to the side as a large Alice-in-wonderland-style rabbit appears, its foot cracking the pavement where your head had just been.

"Vat are you? No clone could dodge that!"

Looking at the blonde woman, it seems like scars are over her face at there the jaw meets the rest of the face.

You get up, brushing yourself off. "I'm Spider-man, accept no imitations."

You look around. "Look, I'm not entirely sure what's going on, but I came here in peace. It's just the whole…"

You gesture around.

"Escape from New York, post-apocalyptic hellhole look has made me more than a bit wary. Besides that, did you say clones?"

The woman crosses her arms and nods at Alice, who moves to punch you, fast. However, your spider sense doesn't flare as you don't move. Her fist stops millimeters from you as you continue to look at the woman. You then raise your foot, the rabbit appearing at the end of its charge I few feet ahead of you.

"Seriously, I'm really not liking the attacking thing that'd being done."

The woman stares at you as if unraveling a puzzle. "Zey're incomplete! Zat's why! ZE CLONES, ZEY ARE INCOMPLETE,! FLAWED!"

You look over at the masked woman with the red hair who watches you carefully but minutely gives a shrug as if to say 'you get used to it.'

The rabbit is growling, looking up at you with adorable but undoubtedly dark intentions.

"So... can we talk about this inside? I'm afraid of what might happen when it gets dark out."

The woman nods. "Zere is less zan tventy minutes until ze dark comes. Even if you are ze clone, but a new model, it vould be in mine interest to study you."

You hear a loud, masculine voice, obviously synthezised, from below you. "Try anything, Spider-man, and I, Omega, will be your end."

Looking down at the Rabbit, its eyes glow red. Following them inside, the red haired and masked woman, Alice, keeps a close eye on you as the 'Doktor' sealed down the highschool. The insides have changed a lot since you've gone here. Your taxpayer dollars at work.

When the place is secured you hear a beeping noise come from the 'Doktor's' watch. "Ze Night iz here. Ze Jackal's minions will be out looking."

You look at her curiously before you freeze as a loud cry echoes, even in the building you are in.

WREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!

The Doktor curses.

"Carnage."

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**_End of [CARNAGE] ARC_**

**_NEXT: [THE WORLD WITHOUT] and [MAXIMUM CARNAGE] ARC_**

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**_To be continued…_**

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**_Please Review_**


	25. Futuria Historia

**Publisher's Note (6/4/2014) Update**

***'Chapter 1' publisher's Note has been updated**

I'm aware that some people might be put off by the way the narrative is written, but that can be ignored. Again this is all done for the fun and enjoyment of the players in the actual **'Peter Parker Quest'** thread which is still going on now, and if anyone wants they can join or read along. But first in order to understand why the story is written the way it is you must know what a Quest is.

A quest is where you are putting players in charge of a character where a story is revealed to them and gives them more ability to affect the outcome. A Game Master is the person in charge of and overlooks the Quest and controls the plot of the story. As mentioned in the disclaimer this is Cosgrove's quest which you can search the threads for his Quest. if you want to check the archives for this quest look no more but here  
-Search Google for 'Peter Parker Quest: Issue #4 - sup/tg/ - Archive'.

Anyways back to the topic, Cosgrove offers choices for players to choose from or allows them to write in their own choices to move the story forward, and depending on the majority vote 1 or more choice are picked by the game master in which he integrates it into the story. be reassured that Cosgrove only picks the choice from the majority vote that makes sense. Some of these choices will usually depend on dice rolls. Depending on digital dice rolls adding up with the characters stats and current skills will determine if the choices fail or succeed.

These quest tend to break away from main canon as much as possible so some things will remain canon and some won't , however just be reassured that for this reason we have majority vote and dice rolls which makes the story interesting and unpredictable, sometimes we hate it but sometimes we love it.  
Again Cosgrove uses many of the sources of the marvel universe, he is not just following 1 series of the Spider-Man Saga, he is using different mixes and ideas from movies, shows and the following comics however not all the players in the thread know which will be picked, again, in order to keep it more interesting and unpredicable.

Also, if I didn't mention it, there are some OC's in this quest. Some of them will be major some minor. Again I can't help it. This is Cosgrove's work and the majority of players are ok with this. So if your not into OC's, sorry but they are going be appearing, all I can tell you is they will not be the main focus but they will appear so I recommend either leaving this story now (and save your sanity while you still have it) or come in with an open mind and enjoy the ride. But understand While some may appear they won't replace already existing characters in the Marvel Universe.

Now if anyone has questions I will answer and reply in the bottom of each chapter so everyone as well as those with the same question can see it.

**(Note this same message will appear in the next chapter in order to inform those who have not re-read this chapter or gone back to chapter 1 and read it from there.)**

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**_[THE WORLD WITHOUT] _**

**_[MAXIMUM CARNAGE] _**

**_ARC_**

* * *

**CHAPTER 25**

**Futuria Historia**

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**Peter Parker**

WREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!

The cry echoes through the dark, concrete and penetrates you to the depths of your soul. No human could make such a noise. It is that of an apex predator. Even from the large distance between you and it, the screech of CARNAGE echoes deep into your bones. When the hunting cry ends, you're left a bit shaken as the two women you are following look uneasy.

Evidently, twenty years have turned a serial killer into some sort of terrifying monster.

CARNAGE is out to hunt tonight.

You glance over at your two companions. They seems to be communicating silently with one another as you raise an eyebrow and look around the room. The room is what used to be the gym. Which would make sense you guess. It's one of the centermost rooms without any windows. It's been reinforced and there's several things here and there that seem like small lab stations and beds, though they're of a different design than you're used to. In the middle of the room there's also some sort of pod.

There's not a lot of light in here, though. But that could be the point- light would attract attention. Remember the Zombie survival guide- zombie apocalypse and post-apocalyptic cities probably have a good number of overlapping guidelines right?

You look down at the large rabbit-creature that's called Omega. Now it looks like a cute oversized rabbit that somebody put a coat on, but looking closer you can see little details that show that it's artifical- a robot of some sort. Looking back at the two women you look at them and begin to notice something. The lines on the face of the 'Doktor' and the fact that there doesn't seem to be any zippers on the Red Haired girl's outfit, nor can you see where her 'helmet' attaches.

Omega seems to be glowering at you, if such a thing could be done by a rabbit. The red eyes glowing seem to help. All three are armed and ready to act if you were to try something.

The two seem to finish the conversation as the 'Doktor' turns to you with a smile. "Now then, Herr Spider-man. You'll have to excuse us, but I'm going to give you a medical exam."

You take on a more cautious stance. "Why? What's up, Dok?"

OMEGA stares at you, his eyes glowing as one ear twitches. "One day, I WILL end you."

"But seriously, what kind of medical exam are we talking here?"

The Doktor walks over and puts the oversized revolver onto a holding rack designed for it before grabbing what looks like the sexy grandchild of your age's tablets. "Oh, not much. Zere's ze typical disease tests, genetic tests and physical. Basic things to double-check zat you aren't a clone and have been fully immunized."

She pauses. ."You vill have to get out of zat costume, zough. But do not vorry. I am a fully certified Doktor."

Omega watches you like a hawk while the other woman…. you don't really know. She's still wearing that visor and you can't get a read on her. There's very little character to her actions unlike Omega or the Doktor.

You look around. "Is this really the time for this? I mean there was the whole terrifying screech that we head you said was Carnage. And the Jackal's minions are out."

The Doktor raises an eyebrow. "We've been here for a month without being spotted. This area is generally left alone. Besides, it won't take long and the sooner I can confirm we don't need to kill you, the better."

You cross you arms. "Alright, but a little privacy, please. The mask goes back on afterwards."

She nods and takes you behind an old school medical screen. You follow her directions as she performs some test and takes a blood sample before allowing you to get dressed. As you're about to put your mask on, the Doktor stops you, looking at your face. "No scarring. Remarkable. The face is the same, but you lack any degenerative scarring. So obviously you are the original on which they are based or a non-degenerative version."

You think back to the pilfered blood samples and the one, empty shattered one. "So, what's the deal with the clones? Are these the Jackal's goons?"

Looking over data on your exams, the Doktor pauses. "Nein. Not at all. Zey're vat Carnage hunts, you see. Drains zem of all zeir blood und leaves zem as husks. zey don't last long and ze interval in vich Carnage hunts zem has been slightly accelerating over ze past few years. Vich means zat Carnage needs zem for some reason. But, zey ARE made by ze Jackal. He's Carnage's subordinate."

You pause as the Dokor's eyes furrow. "Zis does not make sense. You lack the genetic defects inherent in ze clones, but you also lack ze anti-bodies to ze diseases zat have come und gone in ze last tventy years."

There's a stern look in the Doktor's eyes.

"How is this possible?"

You pause and try to think of an answer.

"Well, I was in the past twenty years ago and I was thrown through a portal in time to a future that's well… this. It's all Doctor Victor von DOOM's fault. Where is here, by the way? He and I have some unsettled business."

The Doktor pauses. "He's actually got a fortress a few days travel from here by vehicle, after his country vas utterly reduced to ruins by Reed Richards. You know him? Hmm…Still, it isn't impossible to rip a hole in space und time and ze lie detector I have isn't reporting falsehoods to me, so it is at least vat you believe to be true."

She readies several needles. "Zis is ze vaccines to several deadly diseases und some of ze more rather nasty vones."

She injects you with them before injecting one more. "Zat von is to help you get over ze vaccines with ze least side effects."

Finishing up, she sits down and looks at you. "I do not know your connection vith Carnage, but I vill believe you believe vat you say you are und have no reason to betray us. Velcome Spider-man, to vone of ze last resistance bases for humanity in New York."

"Zere are only three rules- no leaving after dark und no loud noises. Zis room is decently shielded, but zat can only last so long. Ze third is simple- traitors vill not be tolerated."

"Any Questions?"

"Yeah. Firstly, why did Reed Richards destroy Latveria? How did he do it?"

The Doktor shrugs. "I am not ze engineering expert. But, from vat I've herard is that he created a contained singularity over ze entirety of Latveria to try to kill Herr Doom. However, it did not vork and zeir conflicts escalated until vone day zey just simply stopped. Nobody's tried to enter ze lairs of either vone, too afraid of vat might be found inside. Even Carnage doesn't go in zere."

You brows furrow as you raise a hand and she points at you like a teach calling on a student. "So, what's up with Carnage? When I was around, he was just a serial killer a little too obsessed with me."

She shrugs again. "Who Carnage is, ve do not know. But vat Carnage is, vell that goes back to the invasion almost eighteen years ago. Zere were aliens invading new York and vile the initial wave vas stopped, more kept coming over time. Zo, zere were companies zat tried to make new Captain Americas- Super Soldiers. Und, it seems like Carnage is vone of ze results. It is incredibly vampiric- drains blood und only appears at night. But it is horribly monstrous un its hunting form. Like a man vith its flesh stripped off leaving only a parody of bloody red musculature, vith red knif-like teeth und zese large vite shapes zat act like eyes.

"It hunts vonce a month or so, but lately it seems closer to two weeks. Nobody has seen vat it looks like when it isn't out on the ze hunt or un ze light of day."

"Invasion. Aliens?! The hell? Why's the world like this?!"

The Doktor shushes you. "Keep you voice down. Yes, zere very many alien encounters .Ze Asgardians, ze skrulls, ze Galactus, und more and more. New York is vone of ze vorst places, especially after Ze Avengers…"

She trails off and shakes her head. "Regardless, ze less populated ze area, the better it is, ze more populated, the more it has been attacked. Thing are not gut."

The Doktor glances over at the pod in the center of the room. "Vell, I have vork to do und it is important I complete it. Auf Wiedersehen."

She gets up and walks off towards the pod, giving a goodbye wave.

You should probably talk with someone else then. Someone who isn't a killer death robot rabbit with glowing red eyes. That thing will probably go and destroy the world one day. Well, what's left of it.

So that leaves the quiet red-haired woman who could almost kill you.

Walking over to where the woman is sitting, you sit in a chair near hers. She seems to be just sitting there. Yup. Just sitting there. Not moving.

Eventually, she looks over at you with her Visor covered face. "Why are you staring at me?"

You pause. "Well, I figured I'd talk with someone here considering-"

"You believe you are from the past. I overheard."

You look at her as she passively stares at you through her visor. Is she making a funny face at you? You'd never know with that large, red visor of hers. Also, its rather stranger but she's been talking in a flat monotone. Even when there was a threatening edge when she tried to kill you, the tone was still very dull, like she lacks a personality.

"Sooo, what's your name?"

"Unknown. I am currently designated Alice by the Doktor. Was there anything else?"

Her soft monotone voice doesn't even seem to show any distress about this- It's just a simple fact of life for this woman.

Hmm maybe a joke could get a reaction from her?

"So, Rene Descartes walks into a bar. The bartender approaches him and askes, "Ah, good evening Monsieur Descartes! Shall I serve you the usual drink?"

"Descartes replies "I think not," and promptly vanishes."

The Rabbit chuckles at it- the goddamn rabbit laughs at your joke, but nothing from this woman. That joke was good. Probably. Maybe. Damn it, recovery time, Peter!

"Um… So, Alice with a white Rabbit; I see Herr Doktor has read the classics. So, are you a robot? Cyborg? Powersuit wearing bad girl with no sense of humor? I'm running out of options and coping with the scifi nightmare landscape out there. Say, do you know what's up with the logo I saw earlier with a Hammer?"

"Cyborg. My life was all but over after a… fatal accident? Where the Doktor found me and fixed me up. All of my body below my upper jaw is synthetic. The logo is likely that of Hammer Indutries, run by Justin Hammer who became a privatized military company that made weapons and other developments for the Government, such as the advent of Cyborg technologies."

The news is interesting, sure but there was something there. A pause in her monotone when she reflected on how she became a cyborg- she almost sounded confused.

Pulling off your mask, you gesture towards her. "Would you mind removing that visor if you are able to? It's kind of weird having a conversation with someone and not seeing a face."

There's a short pause before she nods as the visor splits in two vertically and folds back to the sides of her head, revealing a surprisingly youthful face, the same lines on the jaw you saw on the Doktor are present at where her lower jaw meets her upper jaw. Seems like the Doktor is also probably a cyborg as well.

She's seemingly in her twenties as green eyes stare back at you, but it's hard to tell if that appearance is natural or not.

"Acceptable?"

"Um, yeah. One more thing I want to ask you. So has the Doktor told you anything about who you were originally? You'd think she could at least tell your age or whatever."

She pauses again looking at you as she runs a hand through her hair as her brow furrows. "I've been operational and active for about ten years. Before that, I'd been worked on for some time- my entire appearance is an approximate recreation of my original appearance, it seems."

Her brows furrow before she winces and grabs at her head, her breath growing a bit ragged before she quickly engages the visor again and quickly begins to calm.

"Apologies, but whenever I try to recall anything from before I woke I grow agitated. I often spend my time in combat mode to minimize my useless thoughts and to keep my mentality regulated. Likewise, something about Carnage causes me to react badly when I'm near its presence, resulting in drastic losses in combat ability.

"…I do not know why."

"That's enough- you're to go recharge your internal batteries, Subject Alpha."

Omega hops over, shooing away Alice.

"You want to talk to someone, talk to me. Subject Alpha is not to have her combat effectiveness decreased, nor is the Doktor's work to be interrupted. It is crucial. Therefore, you may talk to me, as I am limited to this base's facilities while in this form."

"So, why are you in the form of the White Rabbit, then?"

Omega stares at you, it is a thousand yard stare. "I once had a large assault chassis I was wired into, however it was destroyed. My AI core was salvaged and a remote operating system was linked to this body, allowing me to control it within a certain distance of my core."

"So, you were a giant robot?"

Omega nods, his ears drooping.

"Yes. It was glorious."

Omega seems to be getting kinda depressed for a robot so…

"Since you're a robot, you think you could give me some history lessons on what's happened on the past twenty years?"

Omega's eyes glow red. "I have spent the past nine years as a rabbit. I have no interest in history- only the missions I am assigned. Furthermore, I am not a mere electronic database- my AI Core is roughly modeled on that of a living human's brain, making me think, adapt and evolve on par with that of a human but limiting my capabilities as a machine outside of what body I might possess."

Hmm, nuts to that. "Think you could show me around? Introduce me to the other members of the resistance here?"

"There is only one member you have not met, as this individual is not active yet. Other members have either gone rogue or have failed to check in- they are presumed dead."

He hops, turning around and heading away. "I will now amuse myself with mental simulations of destroying you in my original chassis."

You look around before making a hammock out of webbing- it won't last forever, but it should be enough for you to get some sleep. Maybe in the morning you can look around and try to get some information on everything that's happened. But maybe you should also head out, too.

Troubled, you have a long time until you drift off to sleep.

You dream of nothingness where there had once been something.

_"The Invader Comes for you, Little Weaver."_

**OO**

**Agent Venom**

You take another deep drink from your flask, enjoying the burn that courses down your throat. The so it'll purge it from you soon enough. It always does. But still, goddamn it. You're three days late, but at least you got the bastard.

Phil's dead.

Good riddance to fucking traitors, you guess. Suit's at the back of your head. Quiet. Wary.

Carnage is out and while you'd like to take a chance at the bastard, you need to head back to base. Tossing the canteen, you get up and move- the suit can imitate anything you need- night vision is yours- you're able to see and avoid the freaks the Jackal sends out.

If you were sure it was hum, you'd take the shot on the one ahead of you, but it's probably just another one of his decoy clones. No need to waste your stealth. It doesn't take long to get away from them and get back to the territory.

From what you've managed to glean- a Spider-man clone's been on the loose for a while. Must be why Carnage is out in person. Still though, it isn't easy having to see the aftermath. You knew Peter Parker- don't know why he vanished, but you can assume.

Jackal got him, cut him up and cloned him.

That's why you've got one bullet saved, just for him with Peter's name carved on it. Least you could do to make up for all th shit you've done.

Quiet. Quiet. The suit's wary.

Why the fuck are you wary, you alien bastard?

**"Wreeeee"**

You freeze as you look down. Red and messy, like the ugly twin to you is Carnage. Seems like he's tracking something, sniffing the air like a damn bloodhound.

Your eyes narrow as you silently follow it- it's too close to the base for comfort. Too close to old memories- it should have never been fucking put here.

Why the fuck did you agree to let the base be here, goddamn it-

Symbiote's there, reassuring. Calm. Calm. Don't alert it.

It's heading to Peter's old house. Your eyes narrow as it pauses in front of the tended graves. That's new- never seen a clone do that before, never expected one to do it before.

It sniffs again, seems to want to head towards the house but stops, then head down the street instead. Away from the base.

You follow it in the shadows. It heads down the road and a little distance away as it heads towards a house before pausing. Carnage's eyes narrow as it heads inside. You head the sounds of frantic trashing as Carnage bursts outside through the wall.

And then, it freezes. And takes a deep breath. And then another.

You check your watch- not too long until the day break. Thank god Carnage wasn't out in this area earlier.

FOCUS. FOCUS ITS DOING SOMETHING. THE ABOMINATION IS DOING SOMETHING.

Carnage seems to be looking at its hands before they start to shrink from massive claws. Te form begins to streamline itself, closer to how you normally look. In red and black, it's a copy of that outfit Spider-man always used to wear.

It's moving, looking around before pulling up on the 'mask' revealing flesh.

Oh, god. Is that the person inside?

There's a deep breath and exhale, but no steam like there should be in this cold weather. Covering it's mouth again, the figure begins to…. laugh?

It drops to its knees, laughing, before stretching its arms out as it leans back, back bent abnormally.

**"WREEEEEEEEEE!"**

The cry is loud, but not inhumanely loud like before. Maybe Carnage has worn itself out?

You should take it down. Now. But- You need to get back to base. This thing is showing new behavior, unprecedented ones.

This is too close to base to try shit.

Not with what you're seeing here. Carnage is showing humanity, rather than that of a cruel, intelligent animal on the hunt. God only knows what that thing is capable of.

You hurry back towards base, but as you near the base you notice something- You aren't alone.

Maybe it hasn't noticed you. Maybe it just doesn't care- but Carnage is headed straight towards the base. The symbiote's biting at the leash.

FIGHT KILL

KILL THE ABOMINATION

You can feel the beginning of the suit trying to shift- from inorganic armor to flesh muscles and teeth.

It wants to take over.

It's pleading, fighting.

The symbiote tries to wrestle control, tries to turn you both into a bloodthirsty monster.

You aren't having any of it.

There's too much at risk.

And the world's got too many monsters in it already.

You force the symbiote back- for all the bloodlust it tries to give off you fight back with something worth protecting. Your friends. The innocent. A tomorrow worth living in.

The symbiote retreats, shamed as it hardens back into your armor as you extend a hand and shoot out a tendril that anchors itself into the building before the symbiote reels it in, drastically increasing your arrival speed. You kick on the front door- loudly. Again and again.

Fucking Phil, had to go and ruin your radio.

There's movement and alarm inide. Just a little more until sunrise.

You turn around, seeing Carnage rushing towards the gate and pull out your rifle and shoot a grenade from it at the Beast- it slows as you begin a hail of automatic fire on it.

Letting the symbiote control that with a tendril, you take out your trusty sidearm and begin firing.

The hail of weaponry slows Carnage who is taking every hit. It slows to a slow gait before stopping in front of you as you notice the sound of metal.

Bullets drop to the ground as the holes in Carnage begin to fix themselves. Forming forearm blades, you charge towards Carnage. You just need to hold out. Just a few minutes more.

You exchange blow after blow, feeling yourself weaken. The symbiote can only take so much punishment. As you knock back Carnage with one last uppercut, you let out a sigh of relief.

Here comes the sun.

Carnage snarls as its form begins to shrink, retreating to a human form. As it gets up, your eyes widen.

**"Wreeeeeeeeeeeee…"**

No, it couldn't be-

The wall in front of you crumbles as a figure flies through and into the center, collapsing. The Doktor hurries to the form which looks like some tacticool black version of your outfit before letting out a sigh of relief.

Alice drops to her knees, clutching at her head and letting out howls of anguish.

From the clouds of dust you hear footsteps and a quiet cry. One, then another, than another as the dust clears.

* * *

_**Song****: ((Yes - Roundabout) or (Jojo's Bizarre Adventure - Roundabout))**_

* * *

_The figure walks into the room as if their presence their was a given. Your eyes widen in shock as the figure looks at you as your spider sense blares._

_**LEFTKIDNEYRIGHTKIDNEYLIVERHEARTLUNGSARTERIESBRAIN**_

_You drop to your knees at intense warnings that hit you at once causing a sensory overload._

Not day older than you saw her last with her hair messily styled, Gwen Stacy smirks before pointing at you.

"At last, Peter, you've finally appeared- the key to giving me an invincible, immortal body is finally within my grasp!

"WREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

* * *

_**END**_

_**TO BE CONTINUED...**_

* * *

_**Please Review**_

* * *

_**Extra-Content:**_

_**Long ago in a New York**_

_**I Victor von Doom the master of technology  
Took a vacation on American soil  
But a foolish costumed hero  
Possessing the power of the spider  
Stepped forth for my support  
Before the Feds broke into embassy  
I tore open a portal in time  
And sent him into the future  
Where the cat curse is solved  
Now the fool seeks to return to the past  
And undo the future that is war**_

* * *

_**Publisher Notes:**_Just had to put here since it cracked me up :'D

* * *

**_Please Review_**


	26. Roadtrip to Castle Doom

******Disclaimer: **I do not own any of the series created by 'Marvel' 'Black Star Rock Shooter' and the 'Metal Gear' Franchise or its cast of characters. All the writing written below was only copied and pasted by me, the credit for the literature belongs to their rightful owners while the majority is entirely by Cosgrove as well as anyone who posted their piece of literature to him and he decided to add in his thread of the actual '_**Peter Parker Quest'**_. Also give out your thoughts on each chapter or ask questions in the review sections and I'll check them frequently.

**Enjoy.**

* * *

**Publisher Notes (6/4/2014) Update**

***'Chapter 1** and **25**'** publisher's Note has been updated**

**(If you have re-read either one of these chapters 'Publisher Notes' listed above you can just simply jump straight to the story, but if not keep reading below.)**

I'm aware that some people might be put off by the way the narrative is written, but that can be ignored. Again this is all done for the fun and enjoyment of the players in the actual **'Peter Parker Quest'** thread which is still going on now, and if anyone wants they can join or read along. But first in order to understand why the story is written the way it is you must know what a Quest is.

A quest is where you are putting players in charge of a character where a story is revealed to them and gives them more ability to affect the outcome. A Game Master is the person in charge of and overlooks the Quest and controls the plot of the story. As mentioned in the disclaimer this is Cosgrove's quest which you can search the threads for his Quest. If you want to check the archives for this quest look no more but here  
-Search Google for 'Peter Parker Quest: Issue #4 - sup/tg/ - Archive'.

Anyways back to the topic, Cosgrove offers choices for players to choose from or allows them to write in their own choices to move the story forward, and depending on the majority vote 1 or more choices are picked by the game master in which he integrates it into the story. Be reassured that Cosgrove only picks the choice from the majority vote that makes sense. Some of these choices will usually depend on dice rolls. Depending on digital dice rolls adding up with the characters stats and current skills will determine if the choices fail or succeed.

These quest tend to break away from main canon as much as possible so some things will remain canon and some won't , however just be reassured that for this reason we have majority vote and dice rolls which makes the story interesting and unpredictable, sometimes we hate it but sometimes we love it.  
Again Cosgrove uses many of the sources of the marvel universe, he is not just following 1 series of the Spider-Man Saga, he is using different mixes and ideas from movies, shows and the following comics however not all the players in the thread know which will be picked, again, in order to keep it more interesting and unpredictable.

Also, if I didn't mention it, there are some OC's in this quest. Some of them will be major some minor. Again I can't help it. This is Cosgrove's work and the majority of players are ok with this. So if your not into OC's, sorry but they are going be appearing, all I can tell you is they will not be the main focus but they will appear so I recommend either leaving this story now (and save your sanity while you still have it) or come in with an open mind and enjoy the ride. But understand while some may appear they won't replace already existing characters in the Marvel Universe.

Now if anyone has questions I will answer and reply in the bottom of each chapter so everyone as well as those with the same question can see it.

-Also a reader has complained about the grammar in, I tell you that will be solved in due time, understand I don't have a beta so I have to focus on both updating on new chapters as well as re-reading through previous chapters make sure there are no errors.

* * *

**_[THE WORLD WITHOUT]_**

**_[MAXIMUM CARNAGE]_**

**_ARC_**

* * *

**CHAPTER 26**

**Roadtrip to Castle Doom**

* * *

Flash Thompson was a man who lived his life as best as he could. It was a life full of regrets, mistakes and vengeance, but such was a life shaped by the misfortunes of one's youth. Now this life has ended- another in the long line of CARNAGE's lifelong spree.

Peter Parker has seen the extent of CARNAGE's strength and invulnerability as a terrifying thought courses through his mind- This, to CARNAGE, is not yet enough. If CARNAGE gains its perfect body… what will happen? What could stand in its way?

He is currently traveling with his new companions to DOOM's stronghold- a silent fortress that contains the mastermind whose machine brought him to this ruined future. Stopping only to resupply in the day and traveling day and night, they continue to keep ahead of CARNAGE's dauntless pursuit.

It has been three days for Peter Parker since he's reached this future- the horrors he has seen so far have been terrible indeed! What more lurks unseen on their path ahead?

Your eyes open behind your mask as you observe your surroundings. Alice seems to be sitting, her posture very neutral- you've noticed that unless you interact with her she doesn't do much of anything unless told to. But, considering what you've learned about her that makes sense. She's someone's brain in a cyborg body who survived Carnage experimentation with some damage to the brain which mainly caused amnesia.

Across from her is the enigmatic pod- you assume the last member of their group is in there, but other than the Doktor checking on it periodically there's been no interaction with it. Omega's been inactive, though there's a slight redness to his body's eyes- he's probably in a power conservation mode.

And there the Doktor, who other than makes you gather supplies and orders you around has been driving the truck. After one or two close calls at night she decided to stop trying to sleep and just keep driving barring necessary stopping. The longer she's been doing this, the quieter she's gotten.

And then there's the symbiote- you've been keeping an eye on it. It moves when it doesn't think you're looking at it, turning itself into shapes. You've had trouble sleeping lately, not only from the things you've seen but from worry about this thing. You grabbed it after Flash's death.

Was that a mistake?

Regardless, you've kept an eye out while you could- you've forgone a normal sleeping schedule- you've begun alternating between when you're 'on duty' guarding the truck and then you're off duty- there's nothing to read or do, leaving you only with your thoughts and nightmares.

You've managed to wash your costume- it's no longer covered in Flash's... gore, but you can't help but feel that it's still dirty, that you're still covered in his blood.

You're still a day or two away from DOOM's fortress and it's your shift.

You head to the top of the truck and look around. The clouds seem darker than before- looks like it might storm and with the temperatures that are currently around, it'll probably end up as sleet. That alone would probably be enough to report, but there's something else you notice as you travel along- there's someone following you.

They're good, too. It's hard to notice them considering that you're keeping your eyes alert like a hawk. You can't see their face, its covered by a mask, leaving long brown hair flowing behind them in the sunset's light, jumping from roof to roof after the vehicle- this region's relatively untouched making rooftop travel for you something that isn't impossible.

As you keep an eye on the figure, it looks over at you and the truck and drops to the roof it is on. It's a decent distance back. However, unlike CARNAGE's powerful, arrogant stride this is more cautious and wary and this person's movements reminds you of videos of people who perform parkour.

They seem to be following you, but they haven't made any hostile movements. Yet. But the sun has almost set.

You climb back down and open the door to the truck and get inside, closing it behind you. Alice looks your way, arms tensed, before lowering them. You head up to the driver's compartment. "There's someone following us, they have long brown hair and are wearing an outfit that conceals the rest of them. This person moves unlike CARNAGE and seems to be doing parkour to keep up, but when they noticed me looking at them, this person hid."

The Doktor nods, glancing at you. "Zell Alice zo head up, it's getting dark out. You need zo stay inside zo keep you out of CARNAGE's sights und Alice has infrared vision. I also have a line of communication vith her virelessly if needed."

You nod and head back, glancing at Alice. The Doktor will probably be talking to her periodically, so better tell her. Relaying the Doktor's orders Alice nods as the truck pauses momentarily- unlike you Alice needs it to be at a stop to safely get to the roof's outlook spot- it was added later than the truck was made, meaning no access hatch.

You sit down and glance around. Great. Nothing to do… again.

You glance over at the symbiote for a while, but so long as you pay attention to it, it plays coy. However, it only seems to be focusing on you- not on Alice or the Doktor. You. Was it because of the fact that you touched it after Flash's death?

You aren't sure. It's better to focus on something else.

Looking over at the pod, you give it a look over- there's no window to see inside. There is a screen near where you're standing, but it is currently off right now. There's a slight hum of machinery from the pod, which is cool to the touch.

It probably has an internal generator of some kind considering that it isn't plugged into anything and has been running for several days straight.

You glance around at the pod's surroundings- to one side is the symbiote's tanks and the other, next to the driver compartment, is a wall mounted rack holding the gun the Doktor has along with some sort of sword.

As you look around, you notice that the touch screen lights up.

You look over at the screen. And you don't touch it. At all. Not the 'No.' Not the 'Yes.' Nothing.

There has been nothing good that's come out of you touching random things or messing with what you don't understand. And doing that in the grim, dark future where there is only CARNAGE is not a good idea.

So, doing the responsible thing, you head to the Doktor's area and open it. "Hey, Dok, your hotpocket is ready. Can I use the Microwave?"

You see the Doktor's eyebrow furrow as she turns back to you. "Vat?"

You let out a sigh and point at the pod. "The pod thing says it is ready."

She curses, looking outside. "Scheisse!"

Night has fallen along with the beginning of rain. Distantly, there's Carnage's distinctive cry. There's no stopping tonight. Her grip tightens on the wheel as you see it crack slightly.

Her eyes narrow as she watches the road as she seems to come to a decision. "You may activate it or not, but vat happens after is your own responsibility. Ze vone in ze pod might make it to morning fur me to open."

You glance at the pod. So, as suspected this was the Last Member…

"Wait, what do you mean 'might make it until morning?'"

"Vell, ze pod vill lose power, so unless avoken, zere is a chance it vill shut down und ze vitals will simply flatline.

"But I am unable to stop driving until ze morning."

You swallow nervously. They might die? Damn it, you really can't have another person's life on your conscience. Heading over you press the button marked 'YES.'

It pauses with a loading screen, then shows the outline of a hand.

**_/Please set hand on designated location/_**

You move to set your hand on the designated spot before your Spider-sense flares- but you're unable to figure out what's causing it. You pull back your hand, but the message doesn't change.

**_/Please set hand on designated location/_**

Seems like it might be slightly dangerous to you, but there's no other choice if you're going to wake up whoever's in there.

You glance over at the Dok. "Hey Doc, it's telling me to place my hand here."

"Vell, yes. Zat is necessary to open ze pod."

She doesn't elaborate any further.

You let out a sigh. Damn it. You place your hand against the spot as you see light cycling around your hand. There's a pause as a beep is let out as the machine lets out some cold fog, cracking open. Chains fly out of the crack, wrapping them around your arm and the room. Moving your hand back, it seems like the chains have been anchored into your arm somehow. You feel pain running through your mind for but a moment before it fades, like something went in to have a look.

The screen you had your hand against now has some other text.

**_/GIBSON PROGRAM APPROVAL GRANTED/_**  
**_/PROMETHEUS CIRCUIT CONNECTION SECURED/_**  
**_/STASIS END COMMENCING/_**

More and more cold fog creeps into the room, making it hard to see in the room as you hear more chains moving and spreading around.

From the center of the room you see a blue flame for a moment before it turns green and fades. As the fog clears you see a girl- a young teenager at best- sitting, covered in the chains. Green rimmed glasses frame her face along with her black hair that has a tinge of green to it. She seems to be wearing some sort of black gothic dress as well.

"I ask of you, are you my 'Master?'"

You pause. "Wait. What?"

The girl tugs on her arm which is also covered in chains as you feel yours yanked on some. Glancing from the girl to your arm and back, the girl nods.

"The Prometheus Circuit connection is established. You are my caretaker."

Abruptly, the chains begin to vanish one by one in green flames as the girl looks around the compartment.

Feeling more and more lost, you glance to the Driver's compartment to the girl and back.

Oh god…

WHAT THE FFFFFFFFFFFFFFFFFFFFFFFFFUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKK.

It is now official. You hate the future.

You take a deep breath. "One moment."

Heading towards the Doktor, you open the door. "Okay, so why is there a girl declaring I'm her master like something out of one of my friend's animes?"

The Doktor waves one hand on the wheel. "Vell, she vas meant to be Agent Venom's partner. Since he is gone, you have to fill in his place. Ze girl is a clone. Vell, sort of. She is, more correctly, half human und half Asgardian. Ze Prometheus Circuit makes ze 'caretaker' immune zo zhe innate illusionary powers in case ze girl turns to be as zreacherous as her progenitor- it also makes any attempts on ze caretaker's life fatal for ze hybrid.

"she is ze last project of Wyler Gibson before he died und she vas left un mine hands for vatever reason. Her age is around eleven to tvelve und ze caretaker is to act as ze moral compass for ze hybrid."

You blink behind your mask as you try to process all of this. "Oh. Okay."

Closing the door behind you, you sit on the bench and rest your masked face in your hands. And then you begin to scream internally. You aren't sure how long it lasts- nor do you care.

All that matters is getting the hell back to the past, curing Felicia, and then making sure this future never, ever happens. Ever. In fact- you should probably just destroy all time machines. They're nothing but trouble.

"Hey, are you done? I did make a request."

Taking deep breaths, you're innately aware of a tugging on your arm as you subconsciously hear the rattle of chains. The girl is looking at you, slightly annoyed.

You look at the girl. You know how Uncle Ben and Aunt May would act to you acting rudely to the girl- it wasn't even her fault really. 'Make the best of a bad situation, Peter- you're a good kid so you should try to be a good role model.'

You miss them.

Still, you should make a good first impression.

"Sorry about that. I've had a rough week. The situation is that the person you were supposed to have as a caretaker didn't make it, so I had to fill in his stead. Right now we're being chased by a monster wearing the face of someone I knew with a God complex the size of Texas. This monster also has a bunch of clones that look like me that it eats along with a minion known as the Jackal that has other monstrous beasts with him. But they only come out at night, it seems"

"Currently, we're trying to get to Doctor DOOM's fortress to meet up with him."

She nods her head as you finish. "Understood. So, anyone that is not part of the group you are with until reaching this 'Doctor DOOM's' fortress is to be viewed as potentially hostile and anything encountered at night is an enemy, correct?"

You stare at the girl who looks at you through her glasses. "Uh, yeah- that's about right. But if you encounter someone be sure to ask me before you do anything, alright?"

"Understood."

The girl gets out of the pod and stretches before sitting on the bench near you and looks around. "Professor Gibson's lessons only gave me a basic understanding of morality and the chain of command other than basic standards such as language and hygiene. What am I supposed to do until hostiles are encountered?"

She pauses and looks minutely embarrassed as she takes off her glasses and moves to clean them. "My apologies, the Professor's lessons said you should always introduce yourself first, especially in a situation that involves someone you'll be working with for an extended period of time. He called me Stella, so I suppose that is my name."

She looks over at you.

"And you are?"

You pause and take of your mask, looking down at it. "I hardly know anymore."

She pauses and frowns as you try to give her a cheerful grin. "Well, let's say that when I'm on the job with the mask on I'm Spider-man. Otherwise, I'm just Peter. Nice to meet you, Stella."

You move to shake her hand, but she stares quizzically at your hand. Finally she seems to get it, excitedly, she grabs your hand and shakes it roughly. Man, she's got a STRONG grip. "That was 'shaking hands' right? The Professor talked about that. How did I do?"

You smile, shaking your hand to stretch out the soreness. "Well, for a first attempt, it isn't bad. You might want to be a little more gentle with your grip, not many people are as tough as I am. But you'll get better at it. Like my Uncle Ben says 'Peter, if we all gave up the first time we tried something because we failed, nobody would get anywhere. Just remember that failure is just the first step to success!'"

Stella glances at you. "Your 'Uncle Ben?"

Nodding you give her a wistful smile. "Yeah. After my parents died, he and my Aunt May helped raise me. They've done a lot for me, I'm grateful to have had them. I miss them."

Stella's expression turns downcast. "Oh, I'm sorry, I didn't mean to make you sad remembering things."

You look at her before pausing. In this situation, if it were him Uncle Ben would've… You bring your hand down and ruffle her hair as she gives you a confused look. "No, it's fine. I love my Uncle Ben and Aunt May and they would want me to talk about them, especially if it could help someone else. They were happy when they could help others out, especially if they could help someone find their way."

"That reminds me of the professor…"

"The Professor?"

Stella looks at you and nods. 'While a lot of his videos were lectures and simulations, I knew him when I was littler. He was a cheerful man with white hair and a beard who took care of me and talked with me. He always made sure to tell me to remember that I was a person too and that while people might not like me sometimes and might treat me as strange or as a weapon, that I should look for the best in life and try to be happy- that I was special- I was given powers to protect people and that one day they'd understand how special I was and appreciate me for it."

She draws quiet. "…he taught me things, but even as he got older and more gaunt in the videos he made sure to repeat it in all of his messages but his last. The last message… it was his goodbye. He wanted me to know that he would always be proud of me, no matter I might do. But he sounded tired and weak, too. He wasn't my father, not really… but I like to think that he was…"

She glances over at you. "…And then there were new lessons by other people. Lessons on how to use weapons, follow orders and that I would be punished for failing to follow the orders. Killed if I betray my caretaker. When those were done… I woke up and met you."

She swallows nervously and steels herself.

"Who was right? Am I a weapon or am I a person, Peter?"

You pause and look at her. Really look at her. Until now, you've been dealing with her as someone or something you're forced to deal with. Until now, where she poured out her own emotions, her own fears. There's no way she's not human. But, even if you say so, it doesn't mean she'd accept it herself.

Not to mention, that question is something that's weighed you down as well.

With your superhuman abilities, you could probably do whatever you wanted- you could have become a thief or criminal- it's unlikely anyone could have stopped you if you put your mind to it. But that's not what you did, was it. No, you tried to stop crime- to become a hero, even as a self-interested one.

But even so, this doesn't apply to just you. Look at Flash- even though he probably could have been somewhere safer, he wore that symbiote and fought for what he believed in. He put his mind and body at risk- you'll never be able to forget his smile as he went to extend his hand to shake yours. He made a choice to do what he believed in, right to the very end.

But, conversely that also goes the other way, too. People consumed by their internal monsters, who lash out at others. Gwen's stalker, the Hobgoblin's attacks…CARNAGE, too- who through away its very humanity to appease its own selfish ego.

You look down at your mask- not really looking at it but what it inspired- Flash's proud Agent Venom and Gwen's foul CARNAGE.

Ultimately… people are who they choose to be.

You glance over at a worried looking Stella.

"…I think that's a choice you'll have to make yourself, Stella."

Looking back down at the mask, you remember the choices you've made.

"And it's a choice you can't just make once, either. It's a choice you have to make every day."

Your mind pictures more and more people who changed ever since you met them- Felicia when you first met her as the mysterious Black Cat compared to the Felicia you said goodbye to before heading to this future. The Flash you remember bullying you versus the Flash you saw die- a proud soldier with a smile on his face. The Gwen who designed your costume with you and the Gwen that became CARNAGE.

"…And for us - For people like us, who suddenly find themselves looking out at a crazy world and not knowing what the hell we're supposed to be doing in it... I can tell you that just remembering that with great power comes great responsibility can completely define you."

You glance over at her. "But you should always remember- you always have a choice, Stella. What people think of you means nothing compared to who you choose to be."

She looks away, her hands playing with her dress. She doesn't look your way for a little while- you're not sure how long but you wait- wait for her to make that choice herself. And finally she looks back over at you, unsure and hesitant.

"I'm Stella. That's WHO I choose to be. Anyone who doesn't like it can just... Just deal with it!"

You smile and ruffle her hair. "Just remember that, Stella."

She smiles and nods before looking away. "H-hey, Peter… could you tell me more about your family? I can't meet them, but I think I would have liked to. T-that is… if you don't mind?"

Smiling softly, you lean your head back. "Not at all, let's see. What's a fun story…"

You don't know how long you went on telling her stories, but eventually as you finish a story, you feel her head fall against your torso as you hear her lightly breathing. You lightly move her on the head, as to not disturb her.

"G'night, Stella"

Resting your arms above your head, you drift off to a dream free of nightmares. When next you awake, it's to someone shaking you awake. Opening your eyes, Stella smiles at you behind her glasses. "Hey, Peter. The Doctor says we should go and get supplies, so we need to get moving!"

Yawning, you get up and stretch. Heading outside with Stella in a moderately untouched area, you don't see any signs of people, but there's shops nearby. The Doktor is filling gas from a gas-station. According to the Dok, there's some areas that still get power and refills here and there so that vehicles like the one you're in can refuel. The further you get, the more there'll be, along with the chances of there being people.

Stella walks by your side. As you two are the only ones that need to eat, the hour or two given to you to grab food is a kindness granted grudgingly by the doctor. Seems like there might be a superstore a little ways off.

You suspect there's nothing there, but you look at the Gas Station to find what you suspected- there's nothing in there that's good. Everything's either been looted or is rotten. Letting out a sigh, you scratch at your head and look over at Stella.

"Hey, how about we head to the grocery store. Maybe there'll be something there."

Nodding Stella moves to leave when she's stopped by Alice, who hands her the sword and revolver, in a sheath and holster respectively on a belt... "These are yours. If leaving the vehicle, they are required."

Stella looks at them then puts the belt on after a moment. She moves to head off before looking back. "I'm taking these because I'm going to use them to protect people. I'm not just a weapon- I won't become like you!"

Alice seems to freeze up for a moment as Stella walks up to you. As the two of you walk off you glance back to see Alice watching Stella, one hand clutching her other arm's shoulder, that hand rapidly opening and closing.

Stella grabs you by the arm, tugging you forward. "C'mon Peter, let's go!"

The two of you head off to the grocery store looking for food.

As the two of you look around, you find several canned foods whose expiration dates haven't passed. There's a few good ones, like a few cans of soup, but there's also several …not-so-good ones like asparagus. Yuck.

Once you two have found everything needed you stop with Stella outside on the bench and sit down with her. Stella glances over at you. "What's wrong, Peter?"

You run a hand over your chin. "Well, it's about what you said to Alice, earlier. That wasn't appropriate. Even if you don't like Alice, it was incredibly rude to say, especially to her face."

Stella looks away, crossing her arms. "I don't get why- she's cold and won't talk to me. I bet she hates me."

Letting out a sigh, you tiredly ruffle her hair. "Things aren't that simple, Stella. Alice… she's had a hard life…"

You take a few moments to tell her everything you've learned about Alice. When you're done, Stella clutches at her dress. "I messed up, huh?"

You ruffle her hair again. "Maybe, but everyone makes mistakes, Stella. You're young. The important thing is you learn something from them. You need to have sympathy towards others- you need to try to understand where they're coming from and respect the hardships they've been through."

She pauses and looks at you. "What about people like CARNAGE? Should we try to understand her?"

You let your hand rest on her head. "Well, there's a limit, Stella. Someone who does unforgivable things like that, there's definitely a need to understand why they are the way they are- but you can't always do that, people are complex things. Even so, to take a life is a heavy thing, Stella, it shouldn't be done easily or lightly- not at all if you can help it".

"…When you take a life, it doesn't come back, ever. What they might have done, for good or ill, is forever gone and that becomes a weight that will forever lie on your shoulders. Anyone who can easily take another's life without a care is dangerous- they've abandoned their humanity to become a monster."

Stella looks at you. "So, it's fine to kill CARNAGE then, right?"

Shaking your head, you look up at the sky. "No, because even then that's still a life. If you choose to kill CARNAGE it doesn't mean you can take her life without a care- doing so means you're no better than her- it can lead to a slippery slope that maybe that's the best way to deal with all criminals. And then you're no better than CARNAGE anyways."

Stella pauses and furrows her brow. "…but that's stupid. Why is killing criminals who kill innocent people bad?"

Poking her gently on the nose, Stella looks at your finger cross-eyed. "And that goes right back to the heart of the issue, Stella. You need to have sympathy and take into account the circumstances of others firstly. What if say you had no money but needed to feed the person you loved most- so you get desperate and try to rob someone, but they fight back and in the struggle you accidentally kill them. Is this hypothetical person as bad as CARNAGE?"

Stella looks at you, confused. "No. It was an accident."

"But if you didn't know the circumstances- all YOU know is that this person mugged and killed an innocent old man. Then how could you know? After all he was just a criminal who killed an innocent old man."

Stella looks away, wrapping her arms around herself. "I didn't…"

Putting an arm on her should and lightly squeezing it, you smile down at her sympathetically. "I know. That's why I'm trying to teach you. You're young and you'll make mistakes, but it's the job of those of us older than you to try to make sure you don't make mistakes you'll regret for the rest of your life."

Stella wipes at her eyes. "…Thanks, Peter."

Ruffling her hair, you get up with your bags of groceries. "Don't mention it."

Stella pauses and looks back at you, nervous. "Hey, can we look around a little more? I… don't want to head back yet."

It's been about forty minutes- you still have an hour and twenty minutes or so. There would be enough time to go and take a quick look through the nearby shopping district.

You looks around. "Sure, let's go. But we've got to be quick, alright?"

She nods as the two of you head towards the shopping district. The two of you stick together the entire way- Stella looks at and grabs several dresses that look like they might fit her as you do the same with some interesting looking fabrics you don't think you've seen before.

Stopping by several electronic stores and the like, you grab several radios and whatever else you can get- there's slimmer picking from years of abandonment and neglect- there's a few places that have been looted, too.

Wait- Pokémon? HELL YES.

Grabbing several portable consoles and computers you can find you console yourself with the fact that this is all for the best- you grab a books including a sports almanac. Stella watches you. "So, it's fine to take whatever we want then? I thought stealing was wrong…"

You look at the stuff you've got, a little embarrassed. "Well, normally no. If there's people here that own the shop or place then it's wrong for sure. But this place hasn't been touched for years and it isn't likely the people will come back. It's best for these things to get some use out of them rather than rotting away, unused."

She glances at you, more than a little dubious before looking down at her dresses embarrassedly. "So let's go back, right?"

You strap the supplies you've gathered into the bags you have- you got two blankets and pillows- one for each of you- as well. Carrying them isn't hard as the two of you hurry back to the truck. Alice is sitting on the back of the trunk as the Doktor is pacing.

"Finally- vat."

The doctor stares deadpan at you. "Vhy do you have so many zings?"

Scratching at the back of your neck, you let out a nervous chuckle. "Well, we got food, but we got other things like blankets and pillows and a few things for me to tinker with instead of sitting around doing nothing."

The Doktor shakes her head. "Vatever. Let's go."

Loading up the truck you sit in the back with Stella and Alice. "Sorry for earlier, it wasn't nice, what I said."

Alice shrugs. "It does not matter."

Stella nods and heads over to you, who has powered up two portable gaming consoles. "Now, my dear Stella, you will learn my ways of life."

You spend time playing the game, blocking out the symbiote and everything else, instead focusing on teaching this girl the joys of video gaming. Alice gets up to leave to lookout on top sometime later. It's impossible, but you swear she seemed to be annoyed whenever you gave certain advice to Stella.

As she closed the truck door you swear she shook her head at you in disapproval, like you were doing something wrong.

Eh, her loss.

_ONE DAY, TWO NIGHTS REMAIN UNTIL DOOM'S FORTRESS IS REACHED_

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**_End_**  
**_To Be Continued..._**

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**_Review_**

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**Publisher Notes: **

**Stella:**Obviously Stella is an OC, and she's a not going away any time soon. So either learn to cope with this and enjoy the ride otherwise your free to come and go. Her appearance is based on **Dead Master** from the **'Black Star Rock Shooter' **franchise. I uploaded her pics onto my profile if anyone wants to get an idea of how she looks like.

**Peter's Costumes: **I will also post pics of each of Peter's costumes in my profile so that you can better visualize what he wears.

**Professor Gibson:** He is also an OC so don't bother searching for him. So far he does not appear in the story only mentioned.

**Alice: **I will also post pics of her in my profile.

**Time-skip****:** Before anyone complains the final scene in the last chapter is purposely skipped in the beginning of this chapter. You will see what happened after in the future chapters as flashbacks in Peter's journey to Castle Doom.


	27. Alpha and Omega

**Disclaimer:** I do not own any of the series created by 'Marvel' and the 'Metal Gear' Franchise or its cast of characters. All the writing written below was only copied and pasted by me, the credit for the literature belongs to their rightful owners while the majority is entirely by Cosgrove as well as anyone who posted their piece of literature to him and he decided to add in his thread of the actual 'Peter Parker Quest'. Also give out your thoughts on each chapter or ask questions in the review sections and I'll check them frequently. Enjoy.

* * *

**_[THE WORLD WITHOUT]_**

**_[MAXIMUM CARNAGE]_**

**_ARC_**

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**CHAPTER 27**

**ALPHA AND OMEGA**

* * *

The transition between sleep and awareness is instantaneous. Around you, the sounds of medical machines sound out, like an intensive care unit. As you try to sit up from your reclining position, you feel that there's something wrong with your movements, like you're trying to get used to your own body.

Lifting up your hands, you see two limbs enter your field of vision. Instead of your familiar flesh and blood arms, there's two robotic arms- the joints from here are obvious to you, if the mechanical whirring is any indication. They look robotic approximations of what your arms look like strong and bulky, reflecting your approach to keeping yourself not only in shape but incredibly physically fit as you often visited the gym. However, the almost black metal-or plastic, you aren't' sure what they are- here seems to be more dense and muscled looking than you were. There's also the fact that they're ROBOT ARMS-

So, how the hell did this happen to you?! Last you recall, you were out on a walk to clear your head…

After that- there's nothing. Just a blur-flashing lights and a shadowed figure above you? The only thing other than agony you can remember is a whispered voice.

"Don't worry, I'll make everything better."

You shake your head, feeling your short hair against your forehead. There's a bang outside. Of something on metal and as your head turns to the side in shock, you feel something close over your head as different sensors and indicators appear before your eyes, alone with a radar in the upper corner of your vision.

_COMBAT MODE ACTIVE_  
_HEALTH- 100%_  
_FUEL CELLS- 100%_

After a few seconds, the covering of your face retracts to the sides as you let out a sigh of relief. You rest your hands on the table and feel the cold metal. In fact, you feel the cold metal of the table beneath you with all of your body, to be honest. How much of you is still your old self, and how much did they replace? And what the hell was with that thing a few minutes ago?

Combat mode? What was that noise outside?

You glance over the room, the only entrance seems to be a rather sturdy looking metal door, so the best thing you can do is look yourself over. You sit up and look around the room. There's what looks to be a mirror in the far part of the room- it seems like this is a recovery room- or an operating room, but it seems too clean to be that. Sitting up, you look down at your torso and see the feminine form there made out of the same materials.

Your feet look somewhat like high heeled shoes at first glance, but they're actually your feet, the sharp 'toes' are more like claws. You move to stand and feel cables pop out of your back, the ports automatically closing as they retract. To your surprise, despite your body's new appearance, you seem to have control over your body at least as well as you did your old one.

You walk over to the mirror and grimace, leaning in. It seems that up to your neck has been replaced, but even that isn't correct. Leaning in, you see that the skin between your jaw is segmented as the pale flesh seems to have the same divisions as your cybernetic body. And there's metal folds over the sides of your head, obviously the mask that covers your face.

Your hair is a light red color. You don't know why it is important to you, but it is.

Was it always like that?

Or was that something else that was done to you? You can't remember… almost anything, really. You clench your fist- the mask automatically closing around your face as you shatter the mirror. You feel the impact and see the HUD as you shift into 'COMBAT MODE' but as you pull away, you're completely unharmed, while the mirror is shattered into tiny pieces.

You stumble back to the table you awoke on and sit down, taking a deep breath, as you hear the sounds of medical machines around you, the metal beneath your hands groaning as you clench your hands as you breathe deeply, or try to- do you even need to breath anymore?

You let out a deep breath, trying to calm yourself. Your mask snaps back into place, staying there as you feel yourself calm. The freak out you were about to have fades as you feel your concentration on what you need to do increase. Getting up, you look around the room.

There's several desks and a computer, so you decide to check them out. Maybe there's something there? You go over to the draws and try to open them, but they're locked. Which would totally be a problem, if you weren't a super powered cyborg.

Ripping the drawers open, you begin to look in them and find a file. Flipping through it, you manage to skim it. Seems like it's a personal log- _The 'Subject' was brought in after things were taken care of their identity dead- work could then commence. The first thing done was to preserve the subject's brain, but placing it in a brain casing as to ensure that it would not die as its body was barely alive. Following that, it seems efforts were put into things by the professor- who seemed to be growing more and more devoted to the project along with comments upon how the other experiments seemed to have small errors here and there. The file cuts off as the assistant in charge is sure that 'The Professor' has gone mad, obsessed with 'Subject ALPHA' as this person seems certain 'Project OMEGA' has gone out of control._ The log cuts off after that, with several pages seemingly covered in red. Probably blood.

You calmly close the book and look through the rest of the drawers, but don't find anything else. According to the logs, if you're Subject ALPHA' you should be set up with some sort of healing Nanomachines along with several sensor, communication and other systems. Apparently there was a fear that the subject could have a psychological breakdown, so they also put in some emotional and psychological suppression Nanomachines just in case.

Huh, must not have worked. You feel fine, you're pretty sure. Still, there doesn't look to be anything else in here.

You look around the room one last time before approaching the door. It's a large steel door with a button next to the door to open it. You hit the button, only for the light above it to flash red with a buzzing noise. An automated voice comes on over the intercom.

"You do not have the necessary clearance to enter this restricted area."

You glance at the door before back at the room. Seems like there's only one way to get out of here. Slamming your fist into the door, your hand clenches and the metal distorts under your strength as you rip the door out and throw it to the side as alarms go off as the same voice calls out.

_"WARNING, WARNING, armed experiment inside of Restricted Area loose. Armed Experiment. All personnel please evacuate to the designated shelters. Repeat-"_

The lights turn red as sirens flash. That might be trouble, but where should you go?

And there seems to be a repetitive ringing in your ear.

You look around and see two signs, one of which is lit up.

You pause and focus upon the ringing noise. It's an irritant preventing you from reaching your goal of leaving. Or was it finding someone to talk to. Something.

But first, it would be prudent to remove the distraction to keep yourself focused. Reaching up to your 'ear' where the ringing is coming from you press against it as you hear static before a voice greets you, a static covered window appearing in your HUD.

_"GREETINGS CYBORG"_

The voice is heavily modulated, so you can't make anything out about the person behind it.

_"I HAVE BEEN WATCHING YOU. YOU SHOULD PROCEED TO THE NEXT FLOOR, THEN FIND THE R&D LAB. FORCES WILL BE DEPLOYED SOON."_

The voice is loud but it holds a clinical observation, making it rather detached, even though it seems to be advising you.

"Who is this?"

_"CANNOT SAY. HURRY."_

With a burst of static the voice, and its monitor vanish. You look between the shelter and elevator signs. The voice, if it can be trusted, is advising you to enter the R&D labs on the next floor, which would mean taking the elevator. However, there's still the shelter, which could hold someone who could tell you more.

And there will be forces deployed soon. Problematic.

You glance over at the direction the shelters probably are, but shake your head. There's no reason to go that way, not when you might have an informant in the R&D labs. Stretching, as you accustom yourself to your body, you head over to the elevator and hit the call button. The elevator lights up as it begins to descend.

You look at the elevator and think, looking around the hallway. There might be forces deployed soon and you're at the entry point. There's also camera everywhere. That means that they might know where you are, tracking your every move.

Waiting in front of the elevator might be an unwise tactical decision. However, at the same time, there's only the options of the shelter and the room you came from. As you watch the elevator doors, you see your vision distort as your thermal vision turns on, showing no forms of heat on the descending elevator. The doors open to an empty elevator as you enter it.

There's three other buttons here. You're currently on the floor B3, according to the elevator.

You look up and observe the roof of the elevator, not having pressed a button yet. You, instead of hitting a button, go over to the side of the elevator and rip open the access panel and climb it. Using the removed panel, you use it to shear through the cables for the elevator, disabling it, before heading to the side with the next elevator door. It isn't much to head up so you climb the shaft, your feet digging into the sides of the wall, until you reach the door a moment later.

Gripping the doors, you force them open, the effort warping them, making them unable to open or shut. As you step through on the floor's ground, you hear more warning sirens as you look around. Seems like there's three ways to go here.

You have yet to see any signs of people here, though that might be for any number of reasons, such as the alarms going off. There's also been no new word from your mysterious contact.

That in mind, it would be prudent to head to your destination. Slowly heading towards the R&D department, you keep an eye out on the surroundings. There's nobody in the area. As you approach the doors, you feel your communications ringing again.

Putting up your hand, you see static this time, but though the voice is warped, it sound more human, though you can't tell the gender.

"Alice, my little Alice. You are-"

The voice cuts off, replaced by the original contact.

_"MY APOLOGIES, CYBORG. THERE IS INTERFERENCE HERE, PLEASE HURRY."_

But, like before, the voice cuts away before you can question it. That is truly problematic. According to the new contact, this is a trap and you should head to the armory. However, as you try to bring up your communications, all you get is static with the words 'INTEREFERENCE, SYSTEMS BLOCKED.'

Hmm…

Regardless, you open the doors as lights flicker on. You switch on the thermal vision, but you can't see any human images, only machinery. Turning it off, you look around only to pause as something moves above you. Craning your neck upwards, you see a large saurian machine move its head, its eyes lighting up.

_"ENEMY COMBATANT CONFIRMED, PURGING ALL OTHER CURRENT LESS IMPORTANT PROTOCOLS."_

Its leg lifts as cables disconnect as you stare at the machine as it talks in the same voice as you heard on your communications. Over your communications, it appears, still with Static.

_"GREETINGS, CYBORG. THANKS TO YOUR ACTIONS, I REMAIN UNCOMPROMISED. I MAY NOW TELL YOU MY DESIGNATION. IT IS OMEGA."_

The machine continues to disconnect wires as scaffolding and other materials pull away, opening up the area.

_"HOWEVER, I DO APOLOGIZE THAT I MUST KILL YOU HERE, SUBJECT ALPHA"_

Your body tenses as the giant machine activates as your HUD identifies it as 'Project Omega' as it's 'mouth' opens as it gives mechanical roar.

_COMBAT MODE ACTIVE_  
_HEALTH- 100%_  
_FUEL CELLS- 100%_

_HOSTILE ELEMENTS CONFIRMED, ALL RESTRICTIONS LIFTED_  
_NO WEAPONS EQUIPPED_

You glance to your side and see an area with some experimental weaponry. There's three that look to be completed.

The TWwB-000-RAIDEN, A sword, looks like a katana, the TWG-000-OCELOT, A Gun, looks like a giant revolver, and the TWM-000-CHAR-. Seems to be some sort of add on for Melee.

You hurry over to the area with the weaponry and look at the three before grabbing the gauntlets and greaves, attaching them over your limbs to the hard points as your HUD instructs. Your visor disconnects and you attach a new one in its place, as it snaps into place. You glance around, noticing things much more clearly with this visor as you set down your old one.

Notices pop up as your system updates itself with the new information.

TEST WEAPON MELEE-000-CHAR

These gauntlets and greaves allow for the cyborg equipped with them to surpass built in safety limits to their bodies to improve strength and speed. It also includes experimental new sensor suites to improve reaction times to prevent unfortunate incidents due to use of this weapons systems.

The red color scheme also has to do with the heating elements in the palms of the gauntlets and the feet of the greaves, allowing the user to vent superheat anything it comes into contact with it, allowing for damaging attacks. However, the use does require a buildup and the cool down disallows for use of the appendages for ten seconds or else damage to the limbs could be possible. There is a utility use of the legs that seems interesting, in that the heating elements in the gauntlets can temporarily be used like a thruster to increase mobility at a cost to energy reserves.

The new visor holds new sensor units, allowing for all of the sensor portions of the mask to act as an 'eye' for the cyborg. There is also new vision modes, such as infrared or sonic, though they are highly experimental and might be incredible temperamental. With the enhancements here, the subject is said to be able to react three times faster than a normal cyborg.

All in all, a decent prototype for Melee, with other advancements possible in the future.

A warning siren pops up as you glance to the side and see Omega readying some sort of weapon. You feel your greaves activate and, acting like pseudo rocket thrusters, propels you out of the way, as the area you were in is completely annihilated by its fire.

_COMBAT MODE ACTIVE VER. CHAR_  
_HEALTH- 100%_  
_FUEL CELLS- 100%_  
_HEATING ELEMENTS READY_  
_LIMITER STILL ENGAGED_

You target the enemy in front of you. This is a massive enemy in front of you as you move to charge in, it begins to fire missiles at you. Thanks to your faster reflexes, you're able analyze them, your HUD coming up with estimated areas where they will probably land or detonate. Therefore, you must find a way through this death field.

Any single one of those missiles might not be enough to disable you, but Omega has let loose a barrage. With all of this data in front of you, you manage to see one way through. Tensing your legs, you feed power to your greaves and ignite them as you jump, propelling you as your right arm builds up its heating elements into a superheated attack.

You fly over the missile's paths and launch into his 'face' letting lose a punch that melts part of the face as you tumble over his head, your superheated claw of a hand leaving rends in the metals you slow yourself. As you land on its back awkwardly, it begins to flail, its tail swinging blindly at you.

However, with your arm recovering, the most efficient option would be to land on the ground out of range of its missiles, so you slide off and land on the ground, Omega' towering form above you.

_COMBAT MODE ACTIVE VER. CHAR_  
_HEALTH- 100%_  
_FUEL CELLS- 98%_  
_HEATING ELEMENTS IN RIGHT ARM COOLING, TEN SECONDS LEFT._  
_LIMITER STILL ENGAGED_

You clench your fist and charge at his leg, which is right next to you. You manage to get several hits to the joints and armor, cracking it slightly before it shakes you off, and kicks you away. You feel the impact, but not the pain, as you slam and tumble across the ground before you recover, getting up to your knees.

The giant body of Omega roars again, showing the cracks you put into its facial armor, as it stares down at you. As it lets loose another salvo of missiles, you move in, dodging each expected area to hit its leg several more times before it shakes you off, the armor cracking away to show areas of what look like muscles, as it spins and knocks you away with its tail.

You're more ready for it, and are able to use your legs to help recover much faster. Your sensors indicate you've taken some damage, but your right arm is fully online again- you can use the superheating element without the risk of damage.

The colossal Omega Roars as you hear a high pitched whining noise, seeing its tail begin to heat up the same way that your arms and legs are able to do thanks to your gauntlet. However, it seems like there's a warm up period for it.

_COMBAT MODE ACTIVE VER. CHAR_  
_HEALTH- 93%_  
_FUEL CELLS- 97%_  
_HEATING ELEMENTS: READY_  
_LIMITER STILL ENGAGED_

You move towards the legs at a fast acceleration, determined to cripple its mobility before you can be attacked by its heat-tail weapon. As it lets loose another salvo of missiles, you match its patterns more easily as you accelerate, banking to the side and changing directions with your leg thrusters, building up power. You charge your superheating elements, all of them, and go for the damaged knee and slam into its arms first.

When you grab the artificial musculature underneath, you keep a firm grip as artificial blood sprays everywhere as you charge up your legs and activate their thrusters, using it as a blowtorch to cut through the leg, anchored by your arms elbow deep in robotic gore.

Had its armor been more intact it might have weathered it better, but as it is with all of the cracks, you have melted through its leg, but it cost you a lot of fuel to do so. However, you hear the heating element disengage as it deploys its tail to keep itself upright. Over the communications and in your surrounding environment you hear the voice of Omega screaming in agony as it struggles not to collapse.

The ten seconds for cooling is easily taken care of as you analyze weak points from the underside. The other leg could go, as could the tail. It's missile pods could be destroyed to remove its armed ranged capabilities, too. Or you could try to cut of its head, if that would actually do something.

_COMBAT MODE ACTIVE VER. CHAR_  
_HEALTH- 93%_  
_FUEL CELLS- 77%_  
_HEATING ELEMENTS: READY_  
_LIMITER STILL ENGAGED_

Normally, you'd be unable to lift its colossal leg, with your body not able to deal with its weight, not even with your artificial musculature. However, with your limiters off, that would be a different matter. You disengage your limiters, hearing safeties go off.

Your body is able to surpass its limitations now.

You grab the leg, starting with the part on the ground and use the superheated side to slam into its missile batteries on the side you currently are on, detonating them, before jumping back with your thrusters and targeting the other missile battery. You let the leg loose like a javelin as it slams into the other missile block, destroying them, seeing the massive form of Omega crashing to the ground. Artificial blood is spraying everywhere as Omega screams in agony.

You quickly approach the form. If they didn't want their massive robot to freeze up in pain, then they shouldn't have given it the ability to feel pain. You ignite your thrusters and kick down into its neck. The damage is enough to crack the armor but as you move to repeat the blow, its head turns up and bites down on your body and tosses you.

You remain undamaged, but it has put distance between the two of you as it struggles to maintain itself.

_"ENEMY COMBATANT. MUST FIGHT. I DO NOT WISH TO DIE."_

It manages to get on one foot and its tail as it struggles to stand, looking at you.

_"ONLY ONE MAY SURVIVE. THAT WAS ORDERS GIVEN."_

Its mouth opens as light begins to build up inside of it.

_COMBAT MODE ACTIVE VER. CHAR_  
_HEALTH- 63%_  
_FUEL CELLS- 77%_  
_HEATING ELEMENTS: READY_  
_LIMITER- DISENGAGED_

You rush forward and charge your superheating elements in your right arm, using a combination your pure speed and thrusters to accelerate yourself. Omega tries to retreat, but his damaged form is much slower than your limiter-removed form. Even as it tries to charge to close in upon it.

Your thrusters assist your jump and sends your fist into its head at an intensely accelerated rate. Sensors pop up warning about damage to your right arm, but it is intact, if damaged. You slam the mouth shut, causing an explosion as the charging elements artistries, knocking it backwards.

It collapses to the ground as it tries to move, but it clearly has taken too much damage. You lock onto weak points in it neck before walking over to them and slamming your feet, superheated into the neck as artificial blood sprays out. It only takes a few moments before the head is severed as the rest of the body collapses.

_"YOU HAVE BEATEN ME. AM I… DYING?"_

A portion of the head, presumably the cockpit opens as you hear Omega's modulated tones on your communications.

_COMBAT MODE ACTIVE VER. CHAR_  
_HEALTH- 58%_  
_FUEL CELLS- 67%_  
_HEATING ELEMENTS: READY_  
_LIMITER- DISENGAGED_

_WARNING! RIGHT ARM DAMAGED._

Scanning the surroundings, there seems to be no more motions and Omega seems to have drawn quiet. Reengaging your limiters, you hop onto the cockpit, keeping an eye out just in case it will self-destruct or something.

Looking down into the cockpit, you see that this was originally designed to be piloted by someone but where a pilot would be is a small black box wired into the systems, a camera the only mobile part of it.

"Omega?"

_"CORRECT. I AM AN ARTIFICIAL INTELLIGENCE DESIGNED TO BE THE COUNTERPOINT OF THE PROJECT OF SUBJECT ALPHA."_

_"YOU."_

You clutch at your mask, as your systems short for a moment before they reassert themselves. The Cockpit seems to be slowly losing power now that the head has been severed.

_"WHEN I LOSE POWER, I WILL DIE. THERE IS NOTHING THAT CAN BE DONE TO PREVENT THIS. CONGRATULATIONS, YOU ARE THE SUPERIOR WEAPON."_

The tone is flat and modulated, lacking all humanity. Where there might've been humor or some similar emotion, there's nothing there.

You walk over to the cockpit and sit down, leaning over to look at Omega up close. This guy was controlling that giant robot. He said he was your counterpoint, so you might as well see things through to the end.

"Any way to save you?"

The Camera looking at you pauses before you can hear it zooming in on you. "_UNKNOWN. IT WOULD REQUIRE AN ADVANCED ROBOTICIST EXPERIENCED IN AI. UNFORTUNATELY, THERE ARE NO SUCH PEOPLE HERE. MOST LIKELY THEY HAVE ALREADY FLED."_

You lean in and touch the casing of Omega before pulling back. You sit there as you hear a ringing noise in your ear, the channel with Omega still open, as another light dims in the cockpit. Confused, you answer it. Next to Omega's channel, there's the image of a girl there, her long blonde silver hair pulled back into a ponytail.

"Wunderbar, Alice! Absolutely Wunderbar!"

She claps, applauding you, before pausing. "Now, could you help me up? I seem to have a slight problem reaching your floor from mine."

"Who are you? Do you have any armed personnel?"

The girl pauses before grinning. "Nein, my Alice, Nein. I am on ze third basement floor, at ze elevator. As for my name, I am ze Doktor, Natascha Spyral. I saved your life and rebuilt you, Alice."

You glance over at Omega. "Can you hear her?"

_"YES. THAT IS INDEED THE PROFESSOR. SHE MIGHT BE OF USE IF SAVING ME IS AN OPTION, PLEASE HURRY."_

You nod and head back to the elevator shaft, hopping down to the roof of the elevator and pulling her up. The girl looks young at first sight, but she has the same markings that your face does. Changing your vision confirms it. This woman is a cyborg, though much more human looking.

She glances over at you and grins tracing your visor. "Ah, my Alice, I missed your first upgrade. Still, I was watching, ja? It was exciting to see you work."

You impassively help her up to floor B2, following suite. "Can you save Omega?"

She pauses and grins. "Oh? Omega is still alive? He's such a cute one, you know. How did you spare him?"

"I cut off his head."

She pauses before nodding her head. "That should do it!"

The two of you head into the R&D Department. It doesn't take long for her to jump onto Omega's head and whistle. "Ja, he is completely intact. I can save him! I will, however it will take time."

At her confirmation you nod. Omega can be salvaged.

There isn't much to do here as the Doktor waves you off when you enquire if she needs assistance. It seems like Omega' got her attention. So, instead you look around the labs- or Hanger. As this area seems to be mostly designed for Omega's massive forms. There's some parts here and there, but overall not that much that remains intact.

You look around the area where you found your equipment before finding the broken remains of OCELOT and RAIDEN. Both seem badly damaged, but maybe they could be repaired, in time. Regardless, looking around here, there's not much to do. Which is lucky, as the Doktor has finished up. Carrying Omega's 'brain' with her she wipes at her head.

"I attached a minor battery. Omega won't be functioning, but he'll survive. We should be going now, Alice. We can talk later. It will be dangerous here soon."

She leads you to a back corner of the room and presses a switch you didn't notice, opening a secret door. She waves you on, throwing you a trench coat and hat. It doesn't do too much to hide your appearance, but it'll have to do.

The two of you walk up stairs approximately forty minutes before you reach an exit, the darkness of night obscuring all details. You see a logo on the building you leave from, a symbol of a hand holding a hammer, but shake your head, following her to a car and getting in, Omega's 'brain' resting on your lap.

Later, there'll be time for answers later.

Right now, you have to rest and recover and then get answers. Well, if the Doktor can be trusted.

If not, well, she's toast.

* * *

**END**

* * *

**Please Review**

* * *

**Publisher Note's: **This chapter is obviously dedicated to Alice and Omega to show how they first met along with how Omega lost his original body. Hope this gave any of you more information on these two, but I cannot give away everything. Also can anyone guess whose logo appeared here? Next chapter will put us back on track to the main story.

**OMEGA:** His original body design is based on **METAL GEAR RAY **from the **'Metal Gear'** Franchise, it's the first metal gear you fight as Raiden in the '**METAL GEAR RISING: REVENGEANCE'.** I'll put his picture in my profile of his original body so you can see it.


	28. End of the Road

******Disclaimer: **I do not own any of the series created by 'Marvel' 'Black Star Rock Shooter' 'Fallout' and the 'Metal Gear' Franchise or its cast of characters. All the writing written below was only copied and pasted by me, the credit for the literature belongs to their rightful owners while the majority is entirely by Cosgrove as well as anyone who posted their piece of literature to him and he decided to add in his thread of the actual '_**Peter Parker Quest'**_. Also give out your thoughts on each chapter or ask questions in the review sections and I'll check them frequently.

**Enjoy.**

* * *

**_[THE WORLD WITHOUT]_**

**_[MAXIMUM CARNAGE]_**

**_ARC_**

* * *

**CHAPTER 28**

**End of the Road**

* * *

Having met Stella, the clone girl who looks up to you as a mentor, you've grown attached to her through stories and time spent. You think you might've really got through to her, too. Seems like she trusts you and values every lesson you have to give, even if she doesn't get them fully at first.

The night has come again- you're only two more nights and one day away from reaching DOOM's fortress. Well, hopefully. You haven't seen that mysterious figure following you again, but you're still sure CARNAGE is following- her cry in the night is harrowing.

So far you've spend time fiddling with video games- they were recharged, but their batteries will probably last only until tomorrow- there's no real way to charge them on the truck- you didn't grab any adapters for vehicles and you don't see any ports even if they were. To your side, Stella is sitting there wrapped in a blanket, reading a book she grabbed.

Having asked her about her powers, it seems like she can make illusions- currently she can't hold them long- only half a minute but eventually they'll increase in duration. But, more importantly, she can use the chains she can summon to interact with things- she can use them to move herself by latching onto something and winding in the chain, or use them to wrap others up. However, damage to the chain seems to damage her, so she's not necessarily too fond of using them when enemies are about.

Alice has, if anything, seemed a little annoyed lately. Her tone is more tense and she tries to spend more time out on patrol- when she sits to recharge inside, it is on the far side of the bench as far as she can get from the two of you.

The symbiote's been pretty docile- you think it watches you, but it seems a little more subdued. Thoughtful, even. You aren't sure if that's a good thing, though.

You take one of the three laptops. There's some power, so they'll work. For a short period of time, anyway. Still, better to work on something and get an understanding of future technology. You've read the manual for one of them and you should see how much programming and technology have advanced in twenty years. Powering up one of them, you look it over, but the interfaces are touch based and it wants you to register the computer. But you have no internet and probably couldn't do that anyway. Powering it down, you pull out the case of tiny screwdrivers and get to opening the case. Well, might as well see how the guts of these things have advanced, you've got three of them, too.

Besides, you're skilled with engineering, so what's the worst that can happen?

An hour and a half later, you push the ruins of the last laptop into the bag and push it away from you before wrapping a blanket around yourself. Stella carefully puts her handheld far away from you, scooting the videogames away with one foot.

Everything is ruined. Forever.

You feel something patting you on your head. Glancing over you see Stella giving you a smile. "Well, just remember that failure is just the first step towards success, Peter! You've just made a bunch of first steps, so you're… a lot closer to success now."

You glance at her and try to give her a weak grin. "…thanks, Stella."

You sit trying to ignore the monument to your failure as you try to tell Stella another story. She listens intently as you tell her about the time you and Uncle Ben lost Aunt May at the Zoo, The time you and Uncle Ben built the model boat that won an award, and the time Uncle Ben tried to cook.

Stella wipes a tear from her eye. "I don't believe you. Nobody could make cornflakes burn."

You raise a hand. "Scout's honor. Aunt May and I were mystified, too. It was the last and only time he was allowed to cook."

The door out back opens as Alice walks in, pauses and then goes to sit down.

"I could tell you about my neighbor Mary Jane as a kid- she was kind of a nightmare that haunted me for a while."

"Oh, tell me, tell me!"

"Well…"

You tell her of several of the funnier times you were bullied, but you make sure to avoid the spaghetti incident. You pause as you see Alice cross her arms, but she doesn't do anything more as you continue your stories. Eventually you find yourself rather tired and call it a night.

When next you wake, it's early in the day. The Doktor shakes you awake. Her skin, artificial as it is, looks waxy and she seems exhausted. "Get up. Zere is business zat needs zo be done."

"..hmm, what is it?"

"Ve are destroying ze symbiote."

In the glass tank you see the symbiote try to hide.

You snap awake as you force your mind to coherence. "Wait, what now?"

The Doktor crosses her arms. "Ve are destroying ze symbiote. It is dangerous to have around, und zere is no vay you are using it. Zis vas ze plan if Agent Venom was ever terminated."

You scowl and look away. "I'll do it. I was the one who saved it, so I might as well do it. I want a little time though, alright?"

Stella tugs on your sleeve, looking confused and upset.. "What? We're destroying it? Why?! It hasn't done anything wrong."

You grimace and look away. "Just give me an hour, Dok. Then I'll do it."

She crosses her arms and raises an eyebrow before letting out a sigh. "Fine. Vone hour, zen it burns."

Stella looks at you confused and hurt as you hand her the gaming console you gave to her. "Just… play some games, Stella. I need to be alone for a while."

Picking up some of your things, you go and sit away from the truck for a while, your back to it.

**OO**

Stella doesn't look at you as you get back inside. The space that has the Symbiote's tank is now unoccupied, leaving the area emptier, more lifeless. You sit down and let out a sigh.

Great.

It's still day for a while, so you might as well do some lookout duty- moments later, you're on top of the truck, halfheartedly looking for any possible trouble.

DOOM's fortress can't come soon enough.

You sit for a while- feeling miserable and generally being in a bad mood. Things haven't been your day- week whatever the fuck it is. Between the general problems you had back home and the shit you've seen, you're sick of the future. Everything you've known is gone, turned upside on its head, or has covered you in its gore. You haven't slept well for the past few days, barring that one night, and you've been hunted by a monster that might've been your friend.

Which is now another problem you have to get on when you get back.

Time travel is the worst thing ever. When you get back, you're destroying the machine and making sure DOOM never builds another.

Eventually, as the day passes you hear something. It sounds like the sound of engines as several mad max style bikers come out of side roads and surround your vehicle. They've got guns in their hands and several of the ones on the back have ropes- like they're trying to board.

As they see you one of them raises a hand- "TUNNEL SNAKES RULE!"

Before they can even fire on you, you're webbing their guns shut before grabbing them, one by one and webbing them to buildings or telephone poles- it probably hurt a bit, but better than what they'd do. As you continue on, there seems to be no more left as you pick up a radio- one of the several you got.

"There were some raiders, it seems. I webbed them up, they shouldn't be a problem."

"Understood, Spider-man."

The Doktor comes on over the radio before drawing quiet. You're beginning to dislike her, but so long as she gets you to DOOM, you don't care anymore. That's what matters right now.

Just a little longer.

One more night.

As the night approaches, you head back inside as Alice heads roof-side. Stella's still not talking to you her head stuck in her game, so you pick up yours and do the same. There's a silence here, a weight that feels suffocating. You glance over to see Stella glancing at you before she pulls her blanket over her head.

You glance down at your game console- almost out of power. You finish what you were doing and take a quick rest, making sure to get up before dawn comes. Heading roofside, you see it- not far away. The dawn hasn't begun yet, but the sky has lightened up.

On the horizon there's a large metal fortress that gives off an ominous feeling, but it reminds you of how DOOM styled his gauntlets and mask- lots of rivets and cold edges. Finally. Almost there.

And then, you hear a cry, one last time.

"WWWWRRRRRRRRRRRRRREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE"

As something shoots past you overhead like a rocket, gaining distance before unfurling itself. With large webbed wings where there should be arms, CARNAGE has taken the lead. Ragged, worn and half-way fallen apart, it must have prioritized chasing you over anything else.

It's beating you to DOOM's Fortress now.

The Doktor curses over the radio as Alice struggles to her feet, clutching her head. You hear an aggravated growl coming from her.

You aim carefully with your webshooter- you have to get it before it can get out of dodge. Anchoring yourself, you fire as you web its back and pull. Carnage looks back and screeches as its eyes narrow.

Alice staggers on her feet, but she's not down as you hear her take a deep breath.

Webbing the radio to yourself, you use your free hand to use it. "Stella. CARNAGE is here, I need some anti-air support, now."

A few seconds later, hearing the sound of rattling chains behind you, you then hear footsteps as Stella approaches, anchoring herself to the roof by stabbing her sword into it and wrapping chains around it. Holding up the rather ridiculous looking revolver compared to the girl holding it, she closes an eye before firing. You've been busy as well, too.

You've been webbing CARNAGE up, more and more, slowing it down- it's visibly stressing to keep itself moving. Finally it moves to turn around as Stella strikes true, blasting a large hole into its chest as it screeches in agony as the dawn finally breaks, dropping to the ground in a large, webbing covered mess as the vehicle runs it over with a loud set of 'THUMPs'

Heading towards the back, you see a disfigured form trying to drag itself from the truck as it breaks down and disappears into the distance with a horrid cry. You let out a sigh of relief.

It's day and CARNAGE is finally gone- you'll be able to make it there.

It only takes another hour or two as the three of you stay up top before you reach DOOM's gates, which are large and open. Up close, you feel a pang of worry, it looks rather beaten and unkempt up close.

You've seen too many horror movies- you know how splitting up ends up. "Alright, everyone. Let's go in together and make sure everything's good."

Alice looks a big ragged still, but she seems to be holding herself together well all things considered. The Doktor comes out a few minutes later wearing a large cloak over herself, but you can see her arms crossed. "Indeed. Let us go."

Heading into the entrance, you pass through the doorways- everyone's alert as you step onto a large room with an open sky- what used to be an open entrance walkway to the building is now cleared and full of rubble. Walking in you freeze as you see a large, monstrous green man scratching his head like a dog. "Ah, I was wondering when you'd arrive."

He snaps as dozens of large snarling beasts-men approach from where they hid amongst the rubble. He chuckles in a way that reminds you of a hyena as Alice and the Doktor move to guard you and Stella.

And then you see Alice inhale suddenly and stagger as you drop to your knees in agony.

_**DIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDEATHBYEMBALMINGDIEDIEDIEDIEDIEDIEDIEDIEDEATBYDECAPITATIONDIEDIEDIEDIEDIEDIEDIEDIEDIEDEATHBYTORTUREDIEDIEDIEDIEDIEDIEDIEDIEDIEDEATHBYVIVISECTIONDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDIEDEATHBYEXSANGUINATION**_

As you feel something stab into your arm. Letting out a rough chuckle, Gwen's battered face begins quickly healing itself as you feel her draining your blood. Dropping you, she steps back. "I wondered if that decoy would trick you, Peter. I'm glad it did."

She turns and lets out a sigh, spreading her arms towards the morning sun. "Ah, it's been so long since I've been able to enjoy the sun, its rays feel so good."

Stella grits her teeth and fires at Gwen's back, who merely tilts her head to the side and catches the bullet as it flies past her. She looks at it like one would a toy before turning and throwing it into the Charging Alice's arm, the large bullet impacting and severing it.

"Finally, the Spider-sense is mine again. At last I am no longer limited, my fully body's functionality has returned to me!"

She laughs enthusiastically spreading her arms as the sun illuminates her form from behind.

"I HAVE BECOME THE ULTIMATE BEING!"

* * *

**END****  
****To Be Continued...**

* * *

**Publisher's Note:**

**Tunnel Snakes: **If you didn't catch on early these guys are from the '**Fallout'** Franchise.

**Ask any questions.**


	29. Saviors and Martyrs: Escape 2033

**_[THE WORLD WITHOUT]_**

**_[MAXIMUM CARNAGE]_**

**_ARC_**

**CHAPTER 29**

**Saviors and Martyrs: Escape 2035**

* * *

**TIME UNKNOWN**

It's getting harder to breathe. All that sustains me is the very willpower to keep my body moving. My nemesis might kill me, but I, too, have ended him. Perhaps now the world shall have a chance.

Regardless, there is one matter that I must still attend to.

I am a man of my word.

So, I leave the world one last gift.

The greatest gift DOOM could ever give the world.

Man of Spiders…

I leave everything in…..

CURRENTLY

Gwen looks at your group as you grab at your shoulder. The wound isn't deep, but she took a decent amount of blood- your head is a bit dizzy. You grit your teeth.

"How the hell?"

"Oh, you didn't realize it Peter? From the beginning, everything has proceeded according to my designs. The constant harassing of you, driving you single-mindedly towards DOOM's fortress. Once I figured out where your destination would be, it wasn't hard to use our helicopter once Jackal was well out of visual sight, by keeping low and taking a large arc, you'd never be aware of his faster approach, especially with your attention always being focused upon me."

She tucks her hair behind her ear. "Of course, I needed you to think I was desperate, too. So I let myself run a little ragged. I honestly was pretty close to death there after expelling that Decoy. It was a pretty risky expenditure. But, after several days without a good night's sleep, the rest of your group would be frazzled enough to not pay too close of attention.

"You, meanwhile, would be too focused upon your goal- going back to the past to even care."

She stretches with several audible cracks from her joints. "Still, all went according to my plan. So, I'll show you a gift. She's not as pretty as she once was, but years of torture and experimentation will do that to you."

She gestures at the Jackal who whistles as a large monstrous white cat monster appears with a roar, clawing at its head in agony.

"It was hard to get her to listen until I placed a small bit of my cells to… persuade her. Even a beast will do as it's told to avoid pain."

Your fists clench as you struggle to your feet. This is monstrous, horrible. You lock eyes with the beast, its green eyes look back at you.

"Kill them."

You stare at it before it screams in agony again, clawing at the Jackal's minions that are nearby before charging at your group. And then, as it is about to attack, it leaps over you- straight at CARNAGE, pouncing on her and trying to maul her.

You pause and look back. Felicia…

"I love you."

There's still several Goons in the way as something stabs into one. A white rabbit, stained in red cackles menacingly. "New Target Acquisition. Sights locked on: CARNAGE!"

Its torso cracks open as it sheds its 'skin', revealing guns and blades.

You run past it as it gives a nod of acknowledgement. "Farewell, Fleshbags."

As the Jackal and his beats move to intercept, they're shredded by bolts of plasma from behind you. "WORTHLESS CONSUMER MODELS!"

It isn't long before the doors shut behind you. The Doktor removes her coat, revealing three sets of arms- none of them unlike the other flesh-like sets is shiny and metallic, along with several hanging on the inside of her coat. Moving as she works, she grabs one of them before disconnecting Alice's arm and replacing it with a new arm.

"Vell, here ve are. Omega can only buy us so much time, he iz on limited battery life, vich iz vhy he vas deactivated until now, ve have to get you back in time und stop-"

"She freezes as the room lights up green as a figure on a throne in the distance stands up.

"Halt. Who dares enter DOOM's domain?!"

His voice is old, more worn, but it is definitely evocative of Doctor DOOM. His hands are lit up with green energy that crackle with lightning.

You wave, rather nervous. This guy kinda scared you before. Twenty years later, he's still scary. "Um, it's me, the Man of Spiders. Sorry for being late, I couldn't catch a taxi for about twenty years."

He pauses for a second before waving a hand, your companions tense as you're lit up with green light before it fades. DOOM nods, his cloak billowing around him as he moves.

"There is no time to be wasted, Man of Spiders. Follow."

The four of you glance at each other before following him down a passageway. As he's about to cross a threshold he pauses and begins chanting. Is that Latin? Eventually, the threshold lights up with symbols before they begin dissolving.

"There are precautions DOOM has set into place to see this place untouched."

He leads you through several such rooms before you enter another laboratory. It's mostly empty except for a refined looking version of the time machine. There's three other things here, though- a field surrounding a notebook and a vial, a large opened capsule, and beside that a form slumped against the wall- clad in a green cloak and metal armor. The Spitting Image of the DOOM ahead of you.

DOOM ignores most of this to go towards the time machine. You feel Stella cling to you, she seems to be looking at the body. The Doktor is looking around with interest, while Alice is flexing her new arm reflexively, like a nervous tic.

**_Song_**:**_ love theme Microwave Hall_**

You grimace. "DOOM, is there anything I can do to help?"

DOOM pauses and shakes his head. "This body has had but one purpose. To protect this place and provide a charge to return you back to your time. Once this has begun, this body will be unable to do anything but open and maintain the portal long enough for you to return with what you will."

He gestures over at the field. "That contains the cure, along with notes, so that a new one may be prepared if ever needed. I have waited and prepared for this day to keep my word."

Behind the mask, the eyes close as if pained. "Please, let this body of DOOM's complete its task, so that I may finally be at peace. Let nothing interrupt me, for things to go right, nothing can interfere in the process."

You glance over at the body laying there. To have died alone, yet to have gone this far to complete his promise…

"How do I know what I can or cannot bring back?"

DOOM chuckles. "You should be able to tell, Man of Spiders- your innate mystical connection will warn you."

Alice grabs at her head. "She's coming."

You hear lightning channeling as DOOM grabs the controls. "I need time. Let nothing disturb me."

Alice's visor lights up a crimson red. "There's four incoming. One of them… It's CARNAGE!"

"You three take care of the others. I've… I've got a score to settle."

The Doktor seems like she's about to disagree, but Stella drags her off. You give her a nod as Alice's fist clenches again and she too heads off as you head down to the original throne room you met DOOM in.

The green lights are on her but dimmer, giving a light illumination to the room. Gwen Stacy's form is waiting. "So it was /you/ who came. I thought it might be…"

She shakes her head. "Regardless. Let me guess, you want some answers? How things happened this way? How I can claim that I'm the ultimate being?"

"No. I've already figured all of that out."

You extend a finger. "Firstly, it comes down to the origin of your powers. You got them from a super-soldier experiment. I'm betting Oscorp, probably the weaponized suit that my father worked on. It was probably based on his DNA. As you're naturally incompatible, it gave you weaknesses. UV lights from the sun damages the cells, and you were undoubtedly damaged by it- unlike a normal person who can get cancer, you're already one. It just kills you."

Gwen's face stills from its smirk as you raise another finger. "That's why the clones wouldn't work for you. They're naturally flawed from the cloning procedure, they lack something both physically and spiritually causing them to degenerate. They could maintain you, but they're not able to fix you. Only -I- could do that."

Her face turns ugly as you raise another finger.

"Thirdly, you've told me things that only Gwen might know, but they were flawed, imperfect. Either genetic memory carries actual memories in a clone or you're possessing her body and it's been resisting you- you're true form was the red hideous ooze- you're a symbiote. Or, rather, you became one. When on death's door, fighting Gwen, you let her kill your original body, or nearly, and jumped ship to her."

A fourth finger. Her hands are clenching and unclenching. "However, that link, too was incomplete. As it wasn't your body, you had filtered and distorted memories. You could manipulate her body, use her superhuman strengths and augment them but it lacked something. The Spider-sense- you couldn't make the body truly your own unless you were completed, you needed me for that, too."

"As to how you tricked my spider-sense, that's quite simple. You devoted your mind utterly to something, but its new, alien nature means you could deviate from that at the last second. As to how you snuck up on me, you probably sole devoted your thoughts to reaching the spot right behind me- not attacking me or anyone else. Just moving. It wouldn't trigger my spider-sense until you reached there, where you quickly gained a new objective.

"As for how you overloaded my spider-sense. You were actually intent on killing me in each and every way you thought of and devoted yourself to it until the very last second. As you'd been able to observe it from Gwen's perspective, it probably wasn't hard to think around a countermeasure over at least a decade, especially if you were able to utilize her intellect even a little."

Her face is like a Balkan stone carving of Satan as she looks at you, her hand clenching and unclenching. "So? Even -if- what you said is true, that doesn't mean that you can beat me."

You shrug, unconcerned.

"I've been buying time, honestly. However, an interesting note- you can't trigger your own spider-sense. I figured that out when I punched myself- the body doesn't recognize itself as a threat."

"SO? So -WHA-"

Blood flies out of her mouth as something slams into her stomach from the shadows of the room with enough force to send her flying.

Gwen gets up, completely shocked. "How… HOW DID YOU ELUDE MY SPIDER-SENSE?!"

You shake your head. "-Your- spider-sense? Don't be ridiculous. What you're using is 'Peter Parker's' spider-sense. As such, things that would be a threat to 'Peter Parker' would be included. Unless something was to not be able to trigger that. For example. I'm sure -I- might be able to trigger it, but I'm sure a clone of me could trigger it, because the brain and its connection goes and assumes 'I am Peter Parker, thus, that cannot be Peter Parker.'

"Really, all you've managed to do is trick my power into thinking you're me so you can use it. And assuming that you've focused yourself into being the flesh now, instead of being the symbiote -in- it, as you've fully integrated with the body as to use the Spider-sense, you'd fall prey to anything that had the condition 'this is Peter Parker as well' if it had been part of me as well that when you stole my blood."

Gwen staggers to her feet in confusion and rage. "WHAT DOES THAT -EVEN MEAN?!-"

"It means you've fallen prey to -My- trap, CARNAGE. Everything from the moment you drank my blood to the moment you decided to encounter me here was part of my plan. It's pretty dark here, isn't it? Hard to see what lurks in the shadows."

Gwen's eyes widen as she's struck several more times, again and again. Each powerful blow you hear a -snap- before she lands. You hear the bones setting themselves as you take the amount of time into account. She stares up at you in comprehension as she's hit several more times as you once again time it. There's a slight delay, more miniscule, almost unnoticeable.

Looking up, her eyes narrow before widening. "No, way. Impossible. I know that thing died! HOW IS -THAT THING- BEHIND YOU?!"

You smirk over at her as you feel the presence behind in the shadows. "Wouldn't you like to know?"

**Flashback**

_/I have a plan, Stella. I need you to trust me./_

You send the message into the portable console to the player in wifi range. You sit there and wait quietly, hoping for a response.

_/…what is it?/_

You smile as you see the reply, hesitant as it is.

_I need your help to save the symbiote. You illusion powers can't work on me, but they work on others right? You'll need to play along, though./_

_/OKAY!/_

* * *

You watch an empty container burn as you feel it, on the bottom of your shoes and in your shadow, lurking out of sight. When you go to board the bus, it goes to wait for you on the roof.

It doesn't take you long to realize, but after wearing it the first time, it doesn't trigger your Spider-sense anymore. If that's the case, then maybe you might have a plan. The symbiote agrees to you, silently, agreeing to act as an extension of your will in this scheme.

As night approaches, it goes to hide underneath the wheels as to not be seen.

* * *

As you get off the truck you feel it attach to you, informing you. You don't react outwardly, but know the truth now- all that remains is to not show your hand yet. To be able to avenge Flash, you can't blow this!

* * *

Gwen scrambles to her feet as she continues to cough up blood again and again as you beat her down. And you listen and calculate the healing- the worse the damage, the harder it is to heal, the longer it will take.

As you have Venom lay another set of barrages on her from the shadow, again and again, you see CARNAGE's arm clench into a fist as she vomits up blood again, wiping it from her jaw, furious.

"You think you're all that? That you're the only one able to manipulate a symbiote?!"

She steps down into the puddle of blood as it rises into a red parody of Venom behind you as it forms a few. No, dozens, no HUNDREDS of weapon-like projections.

"I'll just need to hit ONCE, Peter. Once I hit you, you're done for!"

She launches them, every projectile at once. However, she still hasn't adjusted from adapting from being inhuman to human as your Spider-sense pings each and every one as the Venom symbiote responds to your will, knocking each and every one back at her before they can even touch you. You spent all day on this plan and all she's doing is mimicking you-

More importantly there's no doubt or dissention here- both you and the symbiote have one goal.

Stop CARNGE from -ever- being.

As she stares in disbelief, the symbiote pummels her prone form powerfully, as you hear -every- bone I her body break as the symbiote behind her crumples in response to the agony she's been dealt.

You have a few ideas on how to take her down.

* * *

**_Song_****_: Jojo's Bizarre Adventure Opening 1 ENG Sub_**

* * *

You keep pummeling CARNAGE, not letting her take a moment to recover. She tires, again and again to get up, but you continue to pummel her. The sounds of bones breaking and healing has become a constant sound over the past ten minutes.

However, all that you've managed to do is slow down the healing to a ten second delay. You don't know how long this will take and you can't have her adapting to a new plan, so there's only one thing to do.

Something sickening and desperate.

You have Venom pummel her again with a barrage of blows as you ready it into a blade as she goes flying back, you sever her head from her body as Venom knocks her body flying through the doors behind her out into the day. Her head crumples to the ground. As it wiggles.

"Next you'll say 'Was this all part of your plan, Peter?"

You see the CARNAGE try to move, remnants of the symbiote forming as her head looks at you, eyes widening in realization. "Was this all- WAS THIS ALL PART OF YOUR PLAN, PETER?!"

She hisses at you as red tendrils extend from her neck.

"DAMN YOU, PETER. I WILL NOT DIE LIKE THIS!"

It seems like she's going to charge for you. You ready Venom to intercept as a figure stumbles between the two of you. Damaged by numerous claw marks, with a hole through her torso filled by a green arm and her visor broken Alice catches CARNAGE's head.

She looks back at you with only one working eye and a soft smile. "You should get going Peter. You don't belong here."

She hugs CARNAGE's head to her torso as she staggers backwards and collapses back into DOOM's throne. You hear a high pitch whine from her left arm, which is glowing red, which is setting off your Spider-Sense.

"…Go."

"WAIT WHAT ARE YOU DOING?! ANSWER ME!"

You pause and look back. "Thanks, Alice."

For the first time in forever, she's showing emotion. She shakes her head, clutching tightly to CARNAGE "Get going, Parker."

"Wait! Stop, Peter. I'll tell you everything, just save me!"

You school your face and head off into the fortress back towards DOOM's portal. When you arrive there, you see the Doktor and Stella sitting there. "Time to go."

The Doktor shakes her head as her three sets of arms, one of them severed on the forearm, wave you off. "I cannot. I am over ze age of tventy und ze gut doctor here has told me ze rules. Just give zis letter to me, vould you?"

Taking the letter, you pause. "But how will I be able to find who you were?"

The Doktor leans back and smiles. Mine name is Natascha Spyral und I lived in New York tventy years ago. I've done a lot of zings both gut und zerrible, but vith zis letter, I… she should be villing to help you."

Stella walks up, looking nervous. "Is… is it alright for me to go? I.. Don't exist back then, Peter."

You kneel down and pat her head. 'Of course. You'll just have to become my little sister, is all."

She grabs at the hand on her head. "…Really?"

"Really."

"…really, really?!"

"Yes, Really, really. I'm taking you back with me, Stella."

She grabs you by the arm and smiles as tears roll down her cheeks. "Alright, let's go, big brother!"

You smile, pausing only to grab your backpack, the notebook and the cure before the two of you head to the portal. Well, except one last thing. Venom detaches itself as it forms into the form you last saw it on Flash, a black and white Military style Spider-man, as it Salutes you.

There's nothing tingling from your Spider-sense, so it's fine to take her and the rest of the stuff to your timeline.

DOOM's robot has slumped over, electricity leaving its hand. You'll never be able to repay the debt you owe that man. The two of you step into the center as the portal opens, drawing the two of you in.

"You bitch, I won't forget this! Do you know what you've cost me?! What I've been reduced to being forced to do?!"

"I don't know, last time we met, which was the first time the two of US met, it was the opposite way around at the end. Fitting our second and last encounter should be like this, considering our bizarre circumstances."

"…IMPOSSIBLE YOU- YOU CAN'T POSSIBLY BE-"

**-TIMELINE ERASED**

**OO**

The portal opens as you two travel through that realm, your hand tightly wrapped around Stella's, and eventually you reach the other side. You hope, desperately you're back in DOOM's embassy and on time.

The two of you stumble out of the tunnel as you land on one knee. The two of you are on a familiar ramp in a familiar looking laboratory. But, there doesn't seem to be anyone here. Heading back out towards DOOM's study, you quietly open the door to see Johnny, Sue, DOOM, and Felicia there. DOOM seems to be working on paperwork while Johnny's playing some sort of video-game and Sue is reading a book. Felicia is over in a corner sleeping against it.

They haven't seemed to have noticed you yet.

You're tired, worn and hate the future. Forever.

All you want to do is cure your girlfriend.

Opening the door wider, you stride in with Stella clinging to you as everyone's attention shifts to you as you approach DOOM.

"I know it probably doesn't mean much coming from some kid like me, but twenty years and your own death didn't stop you from keeping your promise. I don't care what anyone says, past, present, or future, you're a good man, you have my eternal respect, and you can call on me for anything.

"But, please, destroy your time machine. The future is a horrible, horrible place."

DOOM seems taken aback as you hand him the notebook and antidote. "This is the cure for Felicia and your robot you left for me told me that these were notes left so a cure could be made again if needed."

In the corner, Felicia opens her eyes before widening them and charging into you, arms wrapped around you. Pulling back she gives you a teary smile. "You look pretty ragged, how was the future?"

"…I hate the future, Felicia. So very much. It was a terrible place, I missed you."

You hug her tightly for a while before you feel a tugging on your sleeve. "Big brother, who's the lady?"

Felicia pauses and looks at you, confused. "Big brother?"

"Let's get you cured first."

Five minutes later and Felicia's back to normal. Johnny and Storm look rather nervous while DOOM, surprisingly, actually crushes the panel of his time machine. When Sue asked him about it, you could hear him, barely, comment about 'how some things are perhaps best not to be meddled with, and even DOOM isn't reckless enough to disregard council.'

DOOM sits down, curious. "I must ask, Man of Spiders, what exactly did you see, who is this girl, and would you mind removing your mask? You would have DOOM's word to keep your identity safe, but you do have me curious."

You're tired, sore, probably traumatized, and it'd be nice to be able to trust people. You take off your mask. "Well, my name's Peter."

Sue's eyes narrow. "I thought you'd be young, but you're younger than Johnny."

Johnny's eyes widen. "Dude, you and I are going to have awesome adventu-OW"

He rubs his head from where Sue smacked it. "That's not cool, sis."

You let a sad smile cross your face as you look down at the bag you brought back with you. Felicia's got one arm wrapped around your shoulder while Stella sits next to you. "Well, first let me go ahead and introduce Stella, I'll get to her in the story but I brought her back because she's all but become my little sister."

Stella gives you a smile as you take a deep breath. "Alright, let's begin from when I first arrived-"

* * *

**_END of [THE WORLD WITHOUT] and [MAXIMUM CARNAGE] ARC_****_  
_****_To Be Continued…_**


	30. The Adventures of the Spectacular

**CHAPTER 30**

**The Adventures of the Spectacular PTSD-Man**

* * *

Last time, Peter has finally returned home to the present with the hybrid girl, Stella. Having finally cured his girlfriend, Felicia Hardy, alias the Black Cat, from a terrible curse, Peter has begun his tale of his bizarre adventure.

"…and then we returned here."

You shrug, ending the story on a bit of a weak note. Johnny looks pretty excited and in awe, while Felicia and Sue seem rather pensive. Stella heard it all before, but she seems interested to see things from your point of view, so she's listened pretty attentively. DOOM is rather unreadable behind his mask. Sitting there, you try to remember anything you might be forgetting…

"Crap! CARNAGE said something about a father and daughter being murdered in a forest sometime soon after I disappeared! If that's the case, the main place that could be called a forest around here is Central Park…"

Snapping your fingers you let out a curse. "Earlier this we-today, rather, there was a girl and her father. I gave them a wave and the father took some photos of me. If Carnage was focused on me- then maybe there's some sort of lead so that they can be found before CARNAGE gets to them".

"That or I stake out Central Park, but that requires the assumption that he hasn't already killed them by the point the killer gets there…"

The room draws rather quiet. Felicia looks rather bothered but DOOM nods his head. "DOOM will look into things. You have done enough for one day. Take a day or two to rest, nobody will blame you."

You shake your head. "No, I've got to see things settled myself."

You draw quiet as you recall the horrors- Gwen's face twisted into something cruel. The frantic chase from the unkillable monster. A world in ruins. Flash's final moments…

"..ter? Peter?"

You shake your head. "Sorry. But I have to make sure with my own hands that the future's CARNAGE doesn't happen."

You don't have a phone and you're pretty tired after dealing with your exit from the past. You could probably change out of your Spider-man clothes into street clothes and have Sue sneak you, Felicia, and Stella outside.

But that's also a good point. Where should Stella go?

You glance over at Sue and Felicia. "Sue, could you get Felicia and Stella out of here in secret? I have some work I need to do. I'll meet up with you two later, alright? Be sure to grab my bag, please."

Sue nods but as she looks at you, it's almost like she's staring past you and Felicia. Stella looks over at Felicia nervously before nodding. Felicia stares at you for a long moment. "..Alright, but we're going to have to talk later."

You nod as you ruffle Stella's hair as you put on your mask and head towards the window. As you head out into the evening, seeing the sky clear, you pause and stare for a moment. You take a deep breath and exhale.

And then you're off.

The first place you think of going is Central Park- it'd probably be easy to scout it out at night. Maybe you'll get lucky and see the killer skulking around, scouting out where to put their 'masterpiece.' As you swing around, you notice there seems to be several police cars headed somewhere.

As you go to swing from your right arm, your spider-sense flares. Managing to slow yourself with your left arm and land on a building top, you sit down to look over at your shoulder- the shirt your wrapped around it has begun to stain red though it. Yeah, you aren't webslinging on that anymore tonight.

Great, you _could_ just spare some extra blood after getting yourself drained. You lean over the roof and hold your head, feeling nauseous. When was the last time you ate a real meal?

God, you miss the symbiote, it made all of this weariness fade away. It's only gotten worse since it's gotten off of you.

You sit on the roof- head swimming and like you're falling apart. But damn it- you need to save those people from Carnage- their lives are in danger.

Leaning over, you hurl, feeling your empty stomach protest- you wipe at your mouth as you look around. Still nowhere near Central Park and doubtful you'd be able to catch carnage- not without him or her stopping you and getting away first.

You lay down for a moment, away from your vomit and rest your head against the cool rooftop. Taking a deep breath you try to think. CARNAGE has said the murder was right around your disappearance- assuming it wasn't Gwen, other than your family the people who would notice your disappearance would probably notice it Tuesday after you missed school Monday- today's still Saturday.

And Central Park's massive… if it's even Central Park. If your disappearance was noticed, then it means that it would be someone close by- FOREST HILLS, QUEENS. Could it be? Is the killer really lurking that nearby all this time? Besides, you only met the family this afternoon, assuming that it wasn't immediately uploaded because it was on a camera then the afternoon would be the soonest time the image could have been uploaded.

If it was this evening- then the Killer hasn't had the time to locate them, let alone plot their scheme without being caught!

If it's taken you this long to puzzle all of this out, then you're really in bad shape. Not to mention, you turned down DOOM's help- he probably has more he can do to help than you can. He's the leader of a country, after all. Not to mention you left Felicia alone right after getting back and Stella, too.

Shit, you screwed up. You get back up, arms shaking. You need to get to Felicia and Stella. They're family, you need to take care of them

You have to rely on one arm for Web-slinging- it's hard on you and your arms are shaking but you just suppress it all. Don't feel it, you're Spider-man. You can get to them in time. You can do it.

In about three times the amount of time it would normally take you, you land roughly in an alley near Felicia's home. Leaning against the alley wall, you take several deep breaths to steady yourself before looking around. Taking off you mask and jacket, you ball it up and march to her place, shivering in the cold.

You ring the doorbell, leaning against the door- newly replaced it seems- until it opens- a concerned Felicia looks at you, then your shoulder. "Hey, sorry about being so stupid, earlier…"  
You try to give her a positive smile as your legs give out. She quickly helps you to your feet as you lean against her. She helps you to the chair as you feel something cold against your forehead. She's saying something, but it sounds muffled and distorted.

"-urning up-"

With your last efforts, you grab a pen and write three things.

Pictures Spider-man Park Girl

Forest Hills Queens

Sorry

"-ter? Wha-"

You underline the -Forest- and scribble -name- next to girl, an arrow pointing from -name- to -girl-

"-rother!"

And then you move to circle -sorry- but you hand refuses to move. Your vision is fading...

"-TER!"

Everything fades to black.

You don't know how long it takes you to get from being asleep to awake, but everything's heavy, feels like even your eyelids are made out of lead. Your breathing is slow, and your throat feels raspy. Eventually you find the willpower to force your eyes open. Well, eventually.

Cracking your eyes open you glance around.

You're in a familiar room- Felicia's- tucked into her bed. Stella's laying on the bed next to you and the door is open. You try to force yourself to sit up, but you lack the strength.

Stella's sleeping rather soundly- even your raspy voice can't wake her. As you look at her, you see her eyes are rather red and puffy looking even when closed. Biting your lip you force your body to move- as careful as you can not to disturb Stella you roll out of bed before pulling yourself up.

Limping over to the living room, you see Felicia in a reclining chair asleep, a blanket on top of her. Next to her is your note- the barely legibly handwriting is sitting on top of her laptop next to her on the table along with some writing.

You hobble over to the notes and pick them up. There's yours, of course, and then Felicia's handwriting- two names and an address- Anya and Gilberto Corazon. They've been identified- Felicia figured out your note and found out who they are.

Thank god.

You breathe out a sigh of relief that quickly turns into a hacking cough. Today's Sunday. Looking closer, there seems to be a phone next to Felicia, too.

You pick up the pen and write her a note below you original notes. "Thanks, Felicia. I love you."

And then you set it down and head to the kitchen. Carefully and slowly drinking a glass of water, you then head back to bed.

They're safe. Even if the killer isn't caught, the girl and her father are safe.

That thought helps you drift off to sleep.

**OO**

The figure scrolls down the news, looking for anything interesting. Tapping the finger against its chin, it raises an eyebrow at the first entry.  
**_Oscorp Break in baffles police._**

Last night, several artifacts were stolen from the Oscorp Public Museum. The objects stolen were several old primitive weapons found on a dig and put on display in the museum.

They have no stated monetary worth other than as collectibles, however this display was right across from a gem display worth several hundred million in total, which was left untouched.

No suspects have yet been found.

Shrugging the individual refreshes the page and freezes.

**_/CARNAGE KILLER TURNS SELF IN/_**

/You have one unread message/.

* * *

**_End_****_  
_****_To be continued_**

* * *

**_Please Review_**

* * *

**Publisher's Note:**

Now about the title, for those of you who did not know and were confused...

**PTSD: ****Post-traumatic stress disorder**(**PTSD**) may develop after a person is exposed to one or more traumatic events, such as sexual assault, fighting in a war, sustaining a serious injury, or the threat of death in which they experience intense fear, horror, or powerlessness.

Now I'm going to answer some reviews now...

**Romez:** Thank you, I'm glad you think so too Romez. Also Peter and Felicia's ages are the same, they are both 17 still in their teens. To help you out more Romez and anyone else, since there weren't any birthdays found for Peter, only speculations, Cosgrove just made it August 15. The current year in the story is 2013 and right now Halloween is coming right around the corner.

**Future Agent Venom dying: **Some people mailed me asking why the Future Flash, wearing venom died or why he got beaten easily. It's simple basic math really if you think about it. Carnage was possessing Gwen who was already a superhuman because she had the Spider-Powers like Peter, combine that with a symbiote who can augment your base abilities than you go beyond that. Flash on the other hand was still a human, and combining Venom with him would only had made him superhuman on par with Peter using his Spider-Powers. If you read the Spider-Man comics or watched the shows or movies with Peter fighting Venom you can understand the difference in power, in each of these fights Peter just barely comes out as the victor, and the Venom in those confrontations was only a human using a symbiote. Agent Venom simply did not stand a chance, it was simply overkill for him.

* * *

**So a really short chapter, yeah I know. The reason this chapter was so short was because the majority of players argued almost throughout the entire Quest thread, because they disliked the choice they themselves picked which is mentioned below.**

**Peter Not thinking, resting and going after Carnage**: To be fair, spending a week in a post apocalypse hell future does that. The fact that "this is what happens if you don't stop carnage ASAP!" Has been burned into players in the quest mind pretty hard lately especially Peter. Peter should have instead focused on planning and resting, we understand this, but understand he was in a traumatized, dehydrated mindset, especially after getting a good amount of his blood drained along with taking off the symbiote suit, which leaves you even more drained and exhausted when you withdraw it, he wasn't really in a state where he could think clearly.

And then a lot of the players felt the plot threads were getting too rapid, so they felt they didn't have the TIME to take a break.

This is also the reason a number of us wanted to prank in the quest so far. To lighten the mood and try to burn off some of the pressure. But the "always serious and grim" crowd of players voted so hard to not to do this, as a result we never got to drop the tension.

Also the players and I were fine with just restarting the whole thread (meaning this chapter)before in order to fix our mistake of going after Carnage without a plan, but we also liked the dramatic tension of Peter realizing he's close to burning out. Peter's not invincible- he has his limits like everyone else. After all, it wouldn't have been realistic if Peter can fix any problem like it is nothing. Also if you watched the show series or read the comics you MUST know that Peter just has the worst luck in the Marvel universe, just look at the previous chapters which leads to him having to time travel in the first place (That Parker Luck). The way we play him, he's his own worst enemy... Also we thought it would be good character development if Peter had owned up to how he rushed out without thinking and realize he just can't do everything by himself, no one can, after all he had to rely on the symbiote just to stand even with Carnage.

The Players should have just focused on making a plan. Instead of complaining, they should have figured out how to salvage the situation (which is what happened so far, thank God) instead of blaming it on the Game Master for their mistake. So basically we focused as much as we could right now on what we could fix, so we all ignored what could have been, and focused instead on what can be. So yeah, I guess we ALL got some character development from this not just Peter.

They than apologized to everyone in the quest for how they acted in the thread afterwards. I was not around during this thread session that time but regardless I too apologize for the majority of the players mistakes if you did not find this chapter satisfactory as well as having it cut down to a short chapter.

Anyways this will not end Peter Parker Quest, we'll be set back on course in the story, until than see you next time.

* * *

**_Please Review_**


	31. Illusions of Normalcy

**_Publisher's Note: 6/9/2014 Mon._**

I've been looking over the past chapters posted lately and notice a lot of mis-spelling and bad grammar I haven't fixed. I'm going to be fixing and updating these previous chapters which takes most of my time from publishing new chapters. So please I ask you when you read through these chapters to review, not to just tell me if you liked or disliked, or ask question about the chapters but to point out for me if there is any misspelling or bad grammar, and when you do this to also please point where the error is appearing such as re-quoting the sentence that has this so I can find it easily and fix it. I have no beta, so far is just me alone fixing these so I'm just asking your help because this story is obviously for your enjoyment as well as my own, so I want you as well as new readers to be able to enjoy these chapters with no errors.

* * *

**Chapter 31:**

**_Illusions of Normalcy_**

* * *

_Dr. Henry Pym is a scientist in molecular physics- in specific subatomic particles. He's young but talented, though it can be said from those that know him that he can get somewhat eccentric._

His assistant is Miss Janet Van Dyne, who while not in possession of her own doctorate, is considered Pym's equal and the two share a friendly professional relationship.

While Dr. Pym is focused in molecular physics, he is also educated in a good number of other subjects, though he has professed a personal interest in Myrmecology.

Doctor Pym will be celebrated his Twenty-Fifth birthday this year.

**OO**

**_Currently_**

You don't know how long you slept, but you're shaken awake sometime in the afternoon, according to the clock. Rushed to the living room, you stare in shock at the TV. Or rather the News on it.

"CARNAGE KILLER TURNS SELF IN"

There's an image of a man on the screen in handcuffs- red hair, gaunt face- you've seen this man before. Cletus Cassidy- but where there had once been an unnerving emptiness on his emotionless face, now there was a proud grin.

-"I confess to all of the crimes I committed and I regress no remorse or regret over what I did. As to why I did it, it was because I could."-

"Investigators have confirmed the testimony with several pieces of evidence not revealed to the public from the crime scene and have taken Cassidy into custody."

Felicia mutes the TV and looks over at you. "Peter, what's going on? DOOM's confirmed that the girl and her father are safe- they're being shadowed by his most trusted agents."

You can only stare at the TV with your muddled thoughts. This- this doesn't make sense! Could it be a fake, or a copycat? It has to be- the killer acts to show itself to prove the copycat is a fake. That has to be it, but then why would he know details that the police didn't reveal?

Was it because you were web slinging around last night?

Was THAT enough to change things?

Is it really over?

You should-

You shake your head and rub at your eyes. "Well, even if it might be, we still need to be vigilant. It could be a copycat or it could be a ruse. Regardless, it's best not to go half-cocked into these things."

You rub at your shoulder before coughing into your sleeve.

"…and I'm in no shape to be doing anything."

You move to sit down as Stella walks in, looking tired and worried. When she sees you, she pauses and looks at you- carefully walking over before and gently hugging you tightly. "I'm glad you're okay."

You lightly hug her back. "Yeah. I'm sorry, both of you. I wasn't thinking straight last night- I went off without thinking about either of you or my own health. Had I sat down and thought things through…"

You grimace. "I screwed up."

Felicia sits down next you, her hand lightly patting yours. "It's alright. We all make mistakes, Peter. But we should probably call you Aunt and Uncle to pick you up. There's school tomorrow after all."

You nod as Stella looks excited. "I get to meet your Aunt and Uncle?!"

You glance over at Stella. You had thought about revealing to them you being Spider-man, but they're pretty financially strapped. You might be able to do a few things about that, but should you introduce Stella to them?

You give her a sad smile. "Not yet. I still need to come up with a good back-story and reason for you to stay with us. While the three of us know what happened, Aunt May and Uncle Ben are old, they might not respond great to the situation immediately being sprang on them."

You take a moment to cover up another fit of coughs before you glance over at Felicia. "Hey, I know this is asking a LOT of you, and I probably don't have the right to ask this of you, but could Stella stay here- long enough to get the cover story and background in place?"

Felicia looks at you and rubs at her brow before nodding. "Alright. Normally I'd say no, but there's going to be a few ground rules. I'm only doing this because I'm afraid what'll happen if we try to rush a cover-up and it blows up in our faces."

You and Stella nod cautiously. "First, you'll need to not leave the house or do any damage- those weapons you put away are being locked up. Secondly, you do your part around here- you make a mess, you clean it up. Thirdly, you follow any other rules I might remember. Got it?"

Both of you nod as Stella looks a bit downcast, so you ruffle her hair before pulling her into a hug. "Hey, don't give me that face, Stella. It'll only be for a few days so that the details can be worked out."

Felicia looks at you, bemused. "So what's with the hair ruffling?"

"That? It's something Uncle Ben always did to me all the time when I was younger."

It doesn't take long for Felicia to call your Aunt and Uncle in her father's voice- they'll be there to pick you up shortly. You look over at your backpack from the future and pull out the sports Almanac. "Here, I don't know how long it'll be good for but…"

"It's not cursed, right?"

You frantically shake your head as Felicia lets out a sigh of relief before she looks at it again and shrugs, looking amused. "Well, it'll be fun while it lasts. I don't need the money necessarily, but I appreciate the thought. I might have a use or two for it."

You pause as you look at one of the outer pockets- seems like it was torn up when CARNAGE attacked you. Taking a moment to change into your normal attire and backpack, you put the spider-man outfit in there along with several miscellaneous objects.

As it's about time to go, Felicia hugs you tightly. "Now, Peter, I don't want to be rude but until we work on the story- don't mention Stella at ALL to your aunt and uncle, alright?"

You give a resigned nod before kissing her on the cheek. "I love you, you know."

Felicia flushes. "Yeah, I know. I love you too."

She closes in and lightly kisses your cheek in return before she flicks your nose. "But you're not allowed to buy me gifts anymore unless they're name brand, got it?"

There's a honk outside- opening the door and looking out, you see Uncle Ben in the driver's seat. You wave goodbye to them. "See you soon!"

Stella sadly waves you off along with Felicia as you get into the car. Your uncle looks over at you. "You look a bit under the weather, sport. Did you have a good time?"

You pause as you recall everything that's happened 'this weekend.'

"Yeah, I guess I did."

The drive home isn't too long, but you're quickly ushered to bed by your Aunt after being made to eat a bowl of soup.

It takes you several days to get over being sick. Each day you're stuck in bed, feeling miserable, so you spend your time doing what you always do- learning. Costuming is something you've had some experience in so you brush up on that one day. Your physics needs a little work for your homework. Biology is smart to pick up on considering the symbiotes.

Other than watching the news and getting updates from the limited time on the internet you're allowed, it seems like everything's back to normal. There was the ancient weapons display at Oscorp getting robbed, sure, but that's at least reasonable.

The Corazon family's been left alone, too.

Cletus Cassidy has stayed behind bars and will have a trial soon if all goes well.

Everything's… average.

On the upside, Felicia's some up with two identity options for Stella. The first is that she's a pen-pal that is eligible for being a foreign exchange student with a stipend and the second is that she she's a relative of Felicia's who their family cannot take in, as Mr. Hardy's busy with work, Mrs. Hardy is with 'Felix' at a hospital, and Felicia's too young to take care of her- they'd be willing to pay for expenses, but it is a rather urgent relocation.

Using what little time you have, you've managed to ask Stella and gotten her approval of the second plan. Felicia's already has begun to get the forged identity and medical records. Now to bring it up with your Aunt and Uncle…

You'll bring it up once everything's finalized. As Felicia said, it's best to make sure the story's organized and coherent. And you really don't want her mad at you.

Still, your recovery time passes quick enough with how busy you keep and before you know it, it's Thursday. Time for school. Heading downstairs, you get the 'all clear' from Aunt May. Dressed and ready you head out the door.

You shiver at the chilly wind and wrap your scarf tighter around your neck.

Not willing to risk getting sick again, you decide to take the bus. As you pause near your neighbor's house, you see Mary Jane come out of her house bundled up from head to toe, her eyes being the only visible part of her under her winter gear.

She pauses as she sees you. Waving, she seems to take a deep breath before nodding back. You both seem to be heading towards the bus stop. You take a deep breath before rubbing your hands together.

The bus wait is rather awkward as she glances at you once in a while. You pause before furrowing your brows. Something's off here…

As you bask in the silence you realize the problem. You Spider-sense isn't flaring anymore. Glancing at Mary Jane, you see her face first in a videogame console.

…Weird.

As you reflect on this, the bus pulls up. You can see Harry sitting on the bus.

You sit down next to Harry and lower your scarf. "Hey, sorry about being MIA, I was kinda deathly ill."

You give him a weak smile as Harry nearly jumps in his seat. Pulling headphones out of his ears he looks worried. "Jesus, Peter. You alright?"

You give him a thumbs up as you adjust your glasses. "Yeah. I think I got the unholy child of the bird and pig flus. Was not pleasant. I'll tell you that much."

You feel yourself relax as you talk to Harry, what his father did is nothing compared to how good it is to see a friend. "So, how have you been?"

Harry's smile slips some. "I've been alright, Pete. Nothing to worry about."

You rest a hand on his shoulder and shake your head. "Nah, I was really self-absorbed in personal problems, but we should have hung out more. You're my best friend after all. If you've got any problems, I'll listen to them."

Harry gives you a grateful smile as he pockets his headphones. "Well, my dad's pretty pissed about the theft. There wasn't anything really valuable there, but it's an insult to him is how he sees it. The worst part is that there was nobody on Cameras. Literally. The things were apparently there one moment and gone the next."

Harry pauses. "My dad's also really on me about trying to get your to apply to Oscorp, too. It feels like he wants you more as a son than he does me."

You scowl at that. "Then he doesn't know what he's missing out on, Harry. You're a great guy."

Harry gives you a bitter smile as the two of you get off the bus. "Well, try telling that to him."

He waves you off as he heads towards his lockers. You head towards yours and get your books ready. There's still a few minutes until the bell rings. You decide to go find Flash, maybe get that tutoring thing set up. It's... It's the least you can do.

Heading down the hallway you take a deep breath as you see him again. He hasn't died. Not here- not like that.

**Flashback**

_You had baited yourself for CARNAGE along with the support of Alice, Stella and the Doktor in order to distract the monster like spawn long enough for the military style costume-look alike of Spider-Man known as Agent Venom to have a shot at taking out the mass murder. In which the form of a bullet was shot straight through its head. An instant kill._

_Agent Venom turns towards you as his mask dissolves revealing a nearly forty year old man, with short blonde hair. But the face is still familiar enough to you that you're able to recognize it as Flash Thompson. He smirks and points at your shocked expression._

"Peter Parker, you never did make good on those tutoring lessons. But, guess you couldn't help it, you've been gone for twenty years from us, after all. Still, good to have you back. Couldn't have done it without-"

He extends a hand towards you, before you can do anything his eyes widen as you're covered in gore. Flash's gore. Red tentacles extend from behind him and pierce through his head as he's dragged-

**End Flashback**

NO!

You swallow and take a deep breath. FOCUS PARKER. FUCKING FOCUS! IT WILL NOT HAPPEN AGAIN!

Suppressing it with your iron will, you head over to Flash, intent on letting none of that through. "Hey, Flash."

He turns around, eyes wide in surprise. "Parker! You okay man, you've been gone for most of the week."

"I'll be fine. I'm sorry for being so late, but do you still need help with tutoring? I've resolved a lot of problems that had been keeping me busy."

Flash nearly drops his book. "Are you serious man? You'd do that? You are the man! I'll get back to you by Friday- say you going to the school's costume party tonight? They thought about canceling it what with the serial killer, but it's on for sure. I'm going as Spider-man."

He turns around and fishes out a red mask. "See, I saw his normal costume at school- not the yellow one he made to take down that Hobgoblin creep. It'll be great to show Spider-man that we've got his back you know?"

You look at his proud smile, remembering the man he turns into. "Yeah. I'm sure he'll be impressed Flash. I've got to head to class, so give me word by Friday, alright?

Flash waves you off. "Later Parker, hope you show at the costume party!"

You head into chemistry and sit in your normal spot. Gwen's there, but she seems busy- you try to avoid looking at her to avoid another almost meltdown like with Flash.

You were shocked to see at first that the person known as CARNAGE, the one responsible for the massive destruction and ruin known as the future was caused by Gwen Stacy. To say you were shocked was the biggest understatement of the year, you couldn't believe it. It was a little comfort to know when you bonded with the Venom symbiote later on that you're Spider-Senses were still working, it helped you realized than that Gwen herself didn't cause all that destruction-at least not by her own choice. If it was then there was no reason for CARNAGE to want your Spider-Senses. After all Gwen still had hers. So either her body was being controlled by CARNAGE and she tried to fight back by not letting it control over the ability or she was an incomplete clone without the senses like the rest of the Peter clones.

When classes for the break end, you dart to lunch.

Stopping by Harry on the way to sit next to Mary Jane, you tap him on the shoulder. "Hey, Harry, something seemed like it was bothering my neighbor this morning, so I want to see if she's okay, alright?"

He looks over in the direction you're facing and sees Mary Jane alone before nodding. "Sure. Your neighbor doesn't have a lot of friends. But remember to stop by my locker. I nearly forgot today is Halloween. Remember?"

You pause. Right, you agreed to wear a costume since Harry was so insistent on it to the point he got it for you. It was something from one of his giant robot shows.

"Yeah. I'll catch up with you after class."

You wave at him and head over to sit across from Mary Jane. "So… How's it going? You looked a bit down this morning."

She pauses eating to glance at you. She looks down at her food and plays with her fork. "…It was cold."

He glances over at you again. "I'm… fine."

Lunch seems kind of awkward so you converse with the first subject you have on mind. "So, you going to the costume party tonight?"

She seems to freeze before she speaks, louder and firmer than you've ever heard her. "No."

"Don't have a costume prepared?"

She doesn't glance at you but you see her arm start to shake as her raspy voice trembles. "Big events… with lots of people… I don't do well…"

She hisses as she accidentally stabs herself with her fork, instantly closing her eyes and pulling out a bandage before wiping the area rather persistently until it was clean. After a few more moments she gets up with her food, visible trembling. "I… I have to go. Medicine."

She gets up and leaves as quickly as she can without looking like she's running.

You let out a sigh before sitting next to Harry. "What happened there?"

You watch the exit she left. "Seems like she stabbed herself with a fork."

Harry looks in the direction she left before shrugging. You hurriedly try to finish your lunch before going to the rest of your classes. When the bell lets you out for the day you think of what you should go do.

You stop by Harry to see him. Tapping him on the shoulder he turns and grins at you. "Yes. I don't have the costume on me, but I have a picture of it-"

Taking out his phone he shows off a red costume with a mask. "See, it turned out perfectly. I'll drop it off at your house after I grab both of ours from the tailor. Speaking of which, that means I have to get home! Later, Pete!"

He rushes off enthusiastically. Yeah, that's Harry alright.

Well, you should try to invite Felicia, anyway. You head over to her locker. When she finishes what she's doing she turns to you and smiles. "Hey Peter."

You smile back. "Hey, Felicia. You want to go to the costume party tonight? Harry's roped me into wearing a costume."

Felicia looks tempted for a moment. "Maybe. I don't really feel safe leaving Stella around unattended for too long, though. You should also think about stopping by."

She pauses before going into her bag and pulling out something and handing it to you, her voice low. "Also, here is a phone. Don't lose it. It is worth more than you know. Don't make stupid calls with it, but it's basically untraceable."

You look at the phone before smiling at your girlfriend. "Wow, you make my gifts look terrible."

She shrugs. "Well, to be fair I made use of that gift you gave me, so it won't be a problem. But to be fair, I consider half of what I made yours, so if you ever need anything give me the word."

She picks up her bag and smiles, pecking you on the cheek. "I'm heading home Peter, see you afternoon."

Watching her head off, you turn to see a teenager with a camera around his neck watching her walk off, a flower in his hand. He looks at you and scowls, flower's stem snapping in his hand, before he drops it and walks off.

Well, tonight's going to be interesting, at least.

* * *

_**END**_  
_**To be Continued…**_

* * *

_**Please Review**_

* * *

_**Publisher's Note:**_ If you have anything to say, questions or whatever do so they are well appreciated and motivate me to continue publishing new chapters.


	32. A Spider at the edge of Halloween

**CHAPTER 32**

**A Spider at the edge of Halloween**

* * *

You've finished talking with Felicia and Harry. You've been roped into heading to the school's costume party with Harry. Felicia might show up, but she's unsure because of her temporary house guest. There's also the weird reactions Mary Jane Watson has been giving all day, too. There's also the fact you should probably talk with Gwen…

You hurry back to your locker and grab your coat, scarf, and bag. Wrapping yourself up, you see that most people have already headed out. You'll probably miss the bus if you try to stop and talk with anyone else, though.

Well, you should probably go ahead and deal with the Gwen situation. There's a lot that you need to talk with her about, after all.

You head over to her locker and see her and suppress EVERYTHING you've dealt with from the future. Every single instance of dealing wither her- the memory of Flash's death, the unnerving way she recovered from damage- you blood bring dr-

Nope. Stop remembering. Now.

Taking a deep breath you head over to Gwen who is putting things away in her backpack. She pauses as she hears you walk up, her face a bit uneasy. "…Hey, Peter."

You wave awkwardly. "Hey, Gwen."

The last time you saw her was, technically, the night she saw Felicia on top of you. "So, how've things been?"

Gwen looks into her locker, away from you. "…Fine. The stalker's quit, whoever he is. Guess he got scared off or decided it wasn't worth the effort."

Her tone's sarcastically self-demeaning as she closes her locker loudly. "Look, I'm glad things turned out well for your girlfriend, Peter. I know I'm not blameless, but I think I'd like a bit of normality- I'll help out if there's someone like the Hobgoblin that shows up, but I…"

Gwen adjusts her glasses and turns away, her voice a bit rough. "…I've got to hurry- don't want to miss my bus."

And she's off. Again.

Great.

Well, Felicia's invited you over. You should probably go ahead and head over- it'd be nice to see Stella anyway. You walk through the streets with the cloudy skies overhead, thinking.

You'll need to refill your webbing- you've only got the two cartridges in your webshooters left and haven't been able to make more since getting back. Speaking of which, you should probably think about renovating those and upgrading them, too. You should also think about designing a new costume, too.

With your thoughts in hand, you reach Felicia's house and knock on the door. After a few moments, the door opens with a somewhat irritated looking Felicia at the door, who perks up the moment she sees you.

"Oh, Peter, I didn't expect you to stop by, considering the costume party."

"Yeah, I thought I'd stop by, since it's the first day I'm off of sick lockdown at my house."

Concerned you look at her- she seems more tired than she did earlier, and she's breathing a little heavier. "You alright? It seems like something was bothering you a moment ago, Felicia."

Felecia lets you in as she lets out a deep breath. "Look, Peter, I love you but the moment things go through, that girl's out of here. She's in my guest room for the night."

You frown as you look at the clearly frustrated Felicia. "What happened?"

She flops into her chair, annoyed. "Well, what didn't happen? I told her to stay out of -one- room. Just one. And today I see her -in that room- fiddling with an expensive vase- it was something I kept to commemorate my first theft. And then she drops and breaks it."

Felicia leans over hands running through her hair. "She's probably a nice enough girl, but her and I mix like oil and water."

Felicia lets out a sigh, hitting her head against the back of the chair she's in. "I won't stop you from going to see her, I'm sure she's worried about you."

You grimace. Seems like you've been causing Felicia a lot of problems by having her take in Stella temporarily. You sit down in the chair next to her and rest your hand on hers. "I didn't mean to cause you further problems, Felicia."

Her eyes shoot open as she waves her hands. "Woah, I'm not mad at you, Peter. I'm just in a bit of a bad mood, that's all. Neither of us wanted to be roommates and she's getting impatient. I'm mad, but I can't blame her, really. I probably wasn't much better as a kid."

Felicia gets up and stretches. "I'm going to go get myself something to drink. You can go see Stella if you'd like, though."

She gets up and heads towards the kitchen.

"I think I might make an appearance at the party for Harry's sake. He got me a costume and everything. After I do that for an hour or two, I'll I swing by back here. No pun intended."

Felcia nods as she gets out a cup. "Are you sure you don't want to go? I could take Stella trick or treating beforehand to give you some time to yourself."

Felicia shakes her head. "No, that's probably not a good idea. The papers are almost done- another day or two and I'll have them. I'd rather not have her show up before she legally exists. Besides, I don't want to see what she's like hopped up on sugar. That is, besides the point that she's stuck in her room for the night for breaking my vase, if you haven't forgotten."

She waves a spoon at you as before putting some cocoa mix into the mug she's holding. "But, yes, I'm sure. I'm trying to stop dressing in costumes all the time, after all. Tell me before you leave, though, I've got something for you."

You take a moment to kiss her on the cheek before heading to Felicia's guest room. Opening the door, you see Stella leveling a flat glare at the door before her eyes widen as she tackle-jumps you. Taking the tackle in stride- man she's strong- you pat her on the head.

"Peter, I missed you!"

Hugging her back, you pull back and smile at her. "It's good to see you too, Stella."

Closing the door behind you, you sit down on a chair next to the bed. "So, how have you been?"

Stella glances at the door before smiling. "Well ,it'll be better when I can go home with you. When will that be, Peter?"

She seems a bit urgent as she rests her hands on her dress, one of the ones she grabbed from the shops. Seems like she's a bit nervous.

"Well, according to Felicia, it should be another day or two before your paperwork is finished. After that, if everything goes well it should only be a day or two. So, hopefully, before the weekend is over. However, I can't make any promises.

"Also, I'm sorry for not being able to see you until now due to having been sick."

Stella seems to snort at Felicia's name. But at your apology, she's smiling again. "No problem- like the Doctor always said- 'You shouldn't be around others if you're sick- can't risk them catching what you've got.'"

She grins sheepishly. "Well, I haven't been sick but I guess its about the same?"

The two of you spend time talking, especially about how she's adjusting. Seems like she's been doing reading on society and how to blend in- Felicia knows her stuff on that is what Stella admits, albeit incredibly reluctantly.

Eventually, you have to get around to the elephant in the room. "So, I heard from Felicia about the vase, what's your side of the story?"

Stella shrinks inwardly. "…it wasn't my fault it broke- I was being perfectly careful. She surprised me."

Well, all those times of watching Full House is about to come in handy- Bob Saget, please give you strength! "Well, she told me that she didn't want you in that room. Is that true?"

"…Yes."

Stella voice is soft as she looks at you worriedly, like she's afraid of how you'll react. You take a few moments to mull over a response before coming up with one.

"Stella, you need to be respectful of the rules people give you. Especially if you're going to be living with Aunt May and Uncle Ben. What you did to Felicia was disrespectful, not only did you not respect her rules despite the fact she's helping you so much, but you also broke the vase."

Stella crosses her arms. "So what? It was just a stupid vase."

You lift up your glasses and rub at your eyes. "The vase was more than that to her, Stella. It was a memento she kept since it meant she was tangibly taking up her father's legacy. You wished the Doctor was your father, right?"

Stella gives you a small nod as your brow is furrowed as she tries to comprehend what you're saying.

"Well, let's say that you have something that you keep to remember him. Like… a vase, for example. You don't want it broke so you keep it in a room and you tell people to stay out of it so nothing happens to it. And then you come home and someone not only is in that room, touching that vase, but they broke it. How would you feel."

Stella, with the beginning of understanding looks at you, slightly horrified. "...I'd be angry, and sad."

You slightly shrug. "See. That's why Felicia's angry. But it seems like there's something else there, too."

"…I just want to be able to live with you."

Stella looks at you, absolutely miserable as you wrap her in a hug. "I know, but Felicia's helping so that you can live with me with no problems legally. We don't people to try to take you away because you don't legally exist."

Her arms wrap around you tightly. "…I'm sorry, Peter."

You pat her head lightly with one hand as you return the hug before pulling away. "I know you are, but I'm not the person you should be saying that to."

Checking your phone to check the time, you stand up. "I'll be back later in an hour or two, Stella. I've got some things I promised to do."

"You promise?"

You lean down and extend a pinky. "I pinky promise, Stella."

She links her pinky with your, hesitantly, before grinning at you. "Okay, I'll see you later, then."

You wave goodbye before closing the door behind you. On the outside, you see Felicia leaning against the wall. "You know, you make a good dad, Peter."

"Ah, well I wouldn't know about that. I'm a bit too young."

Felicia takes you by the hand and leads you to the living room. "No, I'm sure you'll be a great dad for her."

Keeping th couch block form your vision, Felicia pulls you into a deep kiss before breaking it and stepping aside. Laying over the chair is a red and blue outfit with black webbing over the red. Two large, white eyepieces frame it's mask.

It's a Spider-man costume.

Felicia gestures towards it with a flourish before biting on her thumbnail. "So… what do you think?"

You pause and look over at her. "You made yourself a costume?"

Felicia looks like she's about to say something as you wrap your arms around her. "It looks amazing, Felicia. Thanks."

You move over and pick up the costume, examining it. It seems to be made out of a durable spandex-like material. It'll cling pretty tight, but it's well made. There's even a belt with some small pockets built in.

"No, I changed my mind. It's not amazing. It's spectacular."

Pivoting around you kiss your girlfriend, who looks pleased and embarrassed as you give her a devilish smile. "But, you know, if you wanted to see how my butt looks in tights, all you had to do was ask."

You feel a hand grope your rear as Felicia leans in, whispering into your ear. "Careful, Peter dear, I might have to take you up on that invitation." As she lightly nips your ear, causing you to shudder lightly.

Pulling back, she picks up the mask and smiles fondly. "Well, I thought about how much trouble you've had because you've had to go and retrieve a costume, so I worked on something that you could war underneath your clothes- there's a zipper on the arms here so you can even wear short-sleeved shirts with it."

She picks up the legs. "The 'shoes' have more durable soles so you'll be able to cling but not suffer from not having shoes, as well. There's also a small belt that has little pockets. "I left the gloves as something simple considering your webshooters- if you ever need to have the arms revised just tell me."

Stepping back, you see her seriously analyzing the costume. "I also widened the eye-lenses with a white color- completely see through on your end, but with the costume's lighter colors, it gives you a slightly more comical but friendly appearance. Which should help.

"I like your old costume, Peter, but it's rather dark and intimidating in its color and design. A bit punk-like, actually."

She glances over at the clock before handing you the costume. "You should be heading out if you want to make the Party, Peter."

You kiss her on the cheek as you hide the costume in your bag and head towards the door. "I'll be back, Felicia!"

Heading out, you hurry on home- it takes you about twenty minutes at a brisk pace. When you get back, you open the door to see Aunt May smiling at you. Harry's sitting in the living room with Uncle Ben and gives you a smile filled with relief. "There you are, Peter! We've been waiting for you."

Harry hands you a bag. "Here's your costume, man. Hurry- your Uncle said he'd drive us so we aren't late."

He almost pushes you towards your room. To be fair, you are kinda pushing the time limit here. You close the door and look at the costume. It's actually a decent fit- but it has enough slack that you could try out your new costume, if you'd like.

Well, it never hurts to be safe- putting on your uniform underneath, along with a good dose of deodorant, before turning to the costume Harry gave you. It's got red- a lot of red. And a mask/helmet thing. Luckily, it doesn't look to be too hard to see through. Putting on the wig it comes with after dressing, you pocket your spider-man gloves and mask on one of the costume's inside pockets. Making sure you have your wallet and the like, you go and head downstairs.

As you gown the stairs you look down at Harry, who has put on his own wig- he's wearing some sort of blue uniform as well. You have no idea what this is referencing, so you feel kinda bad for Harry, but it does look decently cool.

The two costumes also don't seem to be that hot or constricting, which is another benefit. However, after Aunt May takes a picture of the both of you because of 'how cute you two look' - you give Harry an embarrassed apology but he waves it off, looking happy to have people who care enough to gush over the both of you.

Still, it's a good ten minutes to the school. You could talk with Harry on the way, or your Uncle Ben.

"So, exactly who am I dressed as again?"

Harry gives a long suffering sigh as he gives a rough explanation of the character and how it relates to his. So, you're dressed as a crazy space nazi or something who was a good guy but decides to try to kill all life on earth named Char. While he's playing the good guy who your character is the rival/enemy of named Amuro. Or something.

Your summations of what he says make him cringe. "Peter- I swear I'm going to strap you down and force you to watch every anime I own one day."

So, quickly changing the subject you think of something you SHOULD tell him. "So, I might have to leave early to meet my girlfriend Felicia, figured I'd give you a head's up. I plan to stick around for a while though. It was a last minute thing."

Harry nods. "No problem, at least you didn't bail entirely."

Uncle Ben gives a curious note of interest as you turn to Harry. "So, what are you up to this week?"

Harry glances at you and shrugs. "Dunno. My dad hasn't said anything, so I should be pretty free. If you want to hang out, just give me the word."

The two of you arrive at the school and get out. "Thanks for the ride, Uncle Ben!"

He waves at the two of you before driving off. You and Harry each take a deep breath before heading inside.

Inturlude

* * *

**The Fool**

* * *

All Hallow's Eve- the day the evil spirits walk the earth.

Regardless, its time you have the chance to do something. It's Halloween, so naturally, you've got to be out there. The day tricks and treats come forth.

Well, that's what daddy always says. Where is he?

He said he'd be here.

Daddy always keeps his word.

Always.

Grimacing in pain, you grab your chest, coughing into the bag like the doctors tell you.

It hurts- it hurts so much. That red stuff isn't supposed to be coming up!

Wheezing, your body tries to curl up. You grip the side of bed as you head something breaking. Pulling back your hand, you see a handprint where your hand had been- looking at you hand you see it a grayish color before it turns back.

What's happening?

"…Daddy, where are you? I'm scared…"

* * *

"You can't make that jump, stupid!"

You look at the kids down below you with contempt.

Humph! Spider-man could make that jump easily! So naturally, you'll have to make it yourself! How else would he accept you as a sidekick?!

Taking a deep breath you rush at the edge of the rooftop and prepare to jump.

You're making it! You're making it! You're…

Not making it!

Your eyes close in terror as you feel yourself falling before you hear the sound of chains as you feel something grab you and pull you up.

The chains pull you to the roof you were reaching for as you see a shadowed figure under a red cloak as the chains retract to it. A rough, mysterious voice echoes from where its mouth would be.

"Next time, I won't catch you."

Snorting at the figures, you look over the edge again before heading to the fire escape. So… next time you'll try it over a less... Tall height.

But, one day, you'll be Spider-man's sidekick!

* * *

_"Once gods walked upon the world amongst men. They waged their wars among the primitive people and used them as tools to worship them._

_ But not all men who to be cowed. Not all Gods were loyal._

_ They came up with weapons and tools._

_ Warriors to equal the gods._

_ These warriors have faded as the ages have passed, their bloodlines killed off, potential wasted._

_ But, the gods have not forgotten this little Earth. Midgard, they called it._

_ Nor have all gods disappeared, as they sleep within the earth and beneath the sea._

_ Waiting._

_ For when the gods return, they shall awaken._

_ And a new age of Marvels shall begin."_

-? (Writer's identity had been lost to history)

* * *

_**END**_  
_**To Be continued**_

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_**Please Review**_


	33. Halloween Ho-Down

**CHAPTER 33**

**Halloween Ho-down**

* * *

It doesn't take long to process the line to get inside the school- though you do have to momentarily take off your mask and show your student ID to the security, seems like they don't want someone slipping in unnoticed.

There's a punch and snack table that's currently unoccupied you could spend your time at. There's also, presumably, Flash over there in a Spider-man costume. There's also a line for a costume competition. The party just had started and you arrived a little early thanks to Uncle Ben, but even so there's currently not too many people in here just yet.

Harry's looking around excitedly, especially at the girls in costume. "Hey, Pete, I'm going to go hit on some girls."

"Hey, shouldn't we sign up for the costume contest first?"

Harry pauses before nodding. "Yeah, that's a good point. Thanks, Pete."

The two of you head over towards the line. As the both of you are standing in line, you look at your costume before inspiration hits you. "Hey, Harry, you like all of this anime stuff, right?"

Harry pauses at you, looking slightly unsure. "…Yeah. Why?"

"Wellllll, I noticed you seemed concerned about my neighbor not having many friends. You know, she is a girl who likes video games and I imagine giant robots if the model kits in her room are any indication."

"…the girl who doesn't talk to anybody and stabbed herself in lunch? Are you really trying to hook me up with her?"

You shrug noncommittally.

"Well, I thought she could use a friend besides me...though I'm not sure I count. We have an… adversarial ancient history,"

Harry stares at you. Really stares at you. "Look, I'll try to talk to her if you're around at lunch. I'm not promising anything more than that."

He signs up, followed by you. "Hey, man, I'm sorry. You wanted to hit on some girls, right?"

Harry immediately cheers up as the two of you go around. You try to help, but Harry… Harry isn't good at this. He's shot down, despite his best attempts. Well, the fact that almost nobody knows who he is doesn't help as he tries to explain it. You, on the other hand, have gotten a few high-fives and 'Aw yeah, Zechs!'"

It didn't improve Harry's mood.

Eventually, the two of you are sitting at the snack table as Harry mopes into a cup of punch. Flash is still around as Spider-man. There's someone in elaborate costume that's in white. There's also a Superman going around with a camera.

You also see the substitute teacher, Herman Schultz looking miserable watching the party.

You think about going around and talking to people, but considering the state Harry's in, it wouldn't be cool to just leave him here. You sit down and decide to make some small talk, asking him about his different shows and interests. It's obvious Harry knows what you're doing, but he appreciates it nevertheless.

Eventually, you see Flash nearing you so you call him over. "Hey, Flash, over here!"

Harry leans in and whispers, looking panicked. "…Peter what are you doi- Hey Flash!"

'Spider-man' pauses and salutes the both of you. "Greetings, Citizens, it is I, Spider-man! How are you doing?"

You smile as you wave him over to the chair as Flash gratefully collapses and lifts up his mask, and drains a cup of punch. "Thanks… Parker?"

At your nod, you see him smile. "I don't know how Spidey does this, I'm burning up in this costume."

You try to draw Flash and Harry into a mutual conversation, but all it turns into is Flash's confusion at whatever Harry's interests are and Harry's lack of interest in sports. Eventually Flash shakes his head.

"Look, Osborn, it isn't about getting people to like what you like, its about you liking what you like. I've gotten a bunch of comments tonight for my costume, not all of them good, but I like my costume so I'm happy to be in it. If you made your costume just to impress others, you're doing it wrong."

With that he drains another cup of punch before standing up, saluting, and walking off. You see Harry considering the words as an announcement comes on. 'Will contestants one though ten please step onto the stage for tonight's costume contest."

Harry looks at the ticket he's gotten 'Ten.' "I'll be back soon, Pete!" He runs off as someone takes the seat he was in. It's the individual in white who sits down and stares at you, as if puzzling something out.

You mainly pay attention to the competition, but the person sitting next to you is a bit unnerving with their smile. "Uh, hi. Who are you supposed to be tonight?"

The smile grows a bit wider and the person picks up a cup of punch and swirls it. "Oh, I'm the most terrible monster the world has ever known."

You raise an eyebrow before paying attention again. Harry's last up, but there's some generic costumes as well. The person next to you is still staring at you, not drinking their punch. You really hope they don't try to throw it at you.

"…Can I help you?"

The girl, her voice silky shakes her head with a wry grin. "Oh, it's just that I like your costume, I'm a big fan of the color red, you know."

You give a noncommittal grunt as the girl scoots a bit closer.

"Do I know you?"

The girl only gives an enigmatic smile as you watch Harry try his best to a very lukewarm response. As the announcer calls your number you stand up and head to the stage quickly, passing a disappointed looking Harry.

You stand up on stage, waiting to be called forward.

You take a deep breath as you try to recall everything you've learned about this character from Harry. Taking a deep breath, you try to create the image of a refined gentleman. Approaching the microphone, you give a confident smirk.

"Citizens of… No, Humanity, hear me! For too long our world has been brutalized by the evil Earth Federation. I tried to not involve myself, but no more. I've realized that unless I intervene, history will repeat like an endless waltz, the three beats of war, peace, and revolution will continue forever!

"Can this world truly withstand another generation of these miserable battles? Unless we stop this process now more soldiers like ourselves will become necessary. If that happens history will continue to repeat itself!"

You grip at your collar as you clench your fist before swinging it out, wide. "I'd sooner burn this world myself and be a monster in the history books than be a hero continuing this pointless strife. That's why, with this asteroid known as Axis, I will set history onto a new path.

"No doubt you'd try to stop me, so I'll be waiting atop Axis. If you wish to preserve this wretched status quo, you'll have to kill me with your own hands, Amuro!"

Dramatically, you raise your hand as you speech reaches its finally before pointing it dramatically at Harry as the crowd erupts into cheers. You give a gentlemanly bow before stepping back waiting for the rest to finish up.

There's still another round as you step off the stage. The woman in white's still smiling at you, but you're hesitant to give anything other than a glancing look. She's a bit… creepy. Harry's looking a bit shocked and Flash is on the stage.

You go and sit down next to Harry before nervously tapping your fingers on your legs. "So, did I do the character justice? I tried to remember everything you told me, but I don't know if I got it right."

Harry stares at you before shaking his head. "No, you actually quoted several different characters from a different series, but overall I suppose it was alright. Didn't know you were that good at acting."

You shrug. "I just tried my best. More importantly, do you know who that girl is? She's been kinda creeping me out."

You point over at the mystery girl as Harry stares at her before shaking his head. "Can't place the face, sorry. She's someone at our school though. Wouldn't have gotten in without an ID."

You see Harry pull out his phone. "Just a sec, Pete. I'll be back."

You see him call on his phone a distance away. Looks like he'll be a minute. Glancing around, you don't see Superman anymore, but the teacher is still there, as is the creepy girl. No, serious, this chick is watching you. It's creepy. Flash is by the punch bowl again.

It's been about 40 minutes, but the competition might be another 30 minutes tops if you're interested in sticking around for that.

You might as well deal with this. You could probably take a picture and ask Felicia, but that might cause awkward questions. You could ask a teacher, but looking at the substitute over there, it seems like he'd probably brush you off- guy does not seem to be having a good time.

Might as well deal with this yourself.

Harry looks like he'll be a minute, anyway.

Getting up, you head over towards the girl. She's leaning against the wall, grinning at you. As you approach she quietly applauds before pausing.

Her eyes watch you- its unnerving because there's no negative intent against you or anything like that. Your Spider-sense is silent.

"That was a pretty good performance, Peter."

You glance at the girl. "So, who are you, really?"

The girl grins, her eyes crinkling shut. "If you don't know, I'm not going to tell you. Besides, I'm enjoying your unsure and nervous actions. It'd be better without that mask, but right now I'm enjoying myself."

The girl doesn't seem very interested in the competition happening on stage, more intent on watching you. Have you always had a creepy girl watching you like this?

"Would you like to dance, Peter?"

You grimace and let her lead you off to an isolated area where some people are dancing. As she readies you for a waltz, she takes your hands and prepares.

"Now this is a waltz, so you know the rough idea of one, yes?"

You've seen them and there was that one time with Aunt May's dance class, so yes you're somewhat familiar with a waltz. Taking this time, you decide to eliminate or confirm someone for their identity. As you begin waltzing, you lightly squeeze her right, gloves hand.

Glancing over at your hand, she grins at you. "Hey, Peter, what were you expecting to find out?"

As you feel your spider-sense go off, you step aside a foot stomp down where yours had been. You see the girl continue to smile at you unnervingly as you go through several steps of the waltz as your spider-sense goes off, again. Again stepping to the side, she continues on dancing unperturbed.

You take several minutes of this waltz and dodge as her smile at you grows throughout the waltz. When you finish, the mysterious girl in white grins at you, even more unnervingly.

"That was a very interesting dance. You're better than I expected."

"So, why exactly are you smiling so much?"

The girl pauses and fakes looking confused. Up close you noticed she's wearing make-up, as well as contacts. You couldn't' tell if the hair was a wig or not, though.

Her hands were covered in gloves and she's wearing boots. She's overall dressed in a white outfit. She's probably dressed as someone considering the party.

But as to who she is, you don't know.

But man, is this girl unnerving you.

"Sorry, could you repeat that?"

You frown and your brows crease behind your mask. "I asked you why you've been smiling so much at me, especially during the dance."

The girl lets out an inquisitive noise as she crosses her arms behind her back and bounces on the balls of her feet.

"Well, if you're an intentionally bad dancer, you learn things about the person you dance with."

You tense as she says this as you remember that you avoided every foot that would have stomped on yours after you squeezed her hand. She watches you as her grin widens.

"That's good, I like seeing you panicked. You tense up, your lip trembles, oh such a good reaction~ It's been a while, after all. Still, I expect you'll be seeing me again, so I hope I can continue to see such great reactions from you."

She bows like a butler before turning and quickly heading for the door.

You watch her leave before going back to around where you're sitting. Sitting down, you watch the competition wrap up- dealing with that girl took some time.

And she's creepy as fuck. Really, who says things like that?

More time passes as you look around for Harry- but he's not currently in sight. Maybe he went to use the bathroom?

Regardless, the presentation finished up as you, somehow, manage fifth. Flash in his Spider-man outfit got first while the three most popular girls in school got the spots after him. As your pictures are being taken by some guy in a mummy costume Flash wraps an arm around your shoulders as the two of you wave.

There's a member of the theatre club that incite you to stop by sometime, but overall the rest of the party will be dances and other such things. There's still no sign of Harry though.

You spend a good ten minutes looking and asking around for Harry. Someone tells you that they saw him on the phone around during the competition, but not a lot of people paid him too much attention.

The substitute could only shrug. He was watching for contraband or prohibited activities, so as long as nobody had that he didn't care what they were up to. You pause to grab Flash's number again, explaining that your phone had been broken by accident, to which he gladly gives you.

When no leads turn up, you head to the school phone and call Harry's number. It rings twice before going to voice mail. Trying it again, the same thing.

Damn it.

Well his phone isn't off, but that means he's ignoring the call from the school. And you probably shouldn't call him on your new phone which you should probably only use for Spider-man business while keeping a separate one for Peter Parker business.

You could try heading over his way- you've been over to his house once, but it'd probably take half-an-hour or you could head on over to Felicia's.

You use the phone to call one more time. Two rings- answering machine. Leaving a message, you inform Harry that you're heading out and that you couldn't find him before leaving.

He was in a bit of a bad mood before leaving, maybe it'll be better to give him some time alone?

Regardless, you should probably go ahead and head on to Felicia's. From here, it'll be a good half hour walk, minimum. And, thanks to new laws, you'll have to carry your mask there.

Still, you've got a nice night with your girlfriend and adopted sister. So you might as well enjoy it.

And then you notice the police sirens in the distance as you see several cop cars heading somewhere with their lights on.

Oh, come on.

REALLY?!

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**END  
To Be Continued**


	34. Changing Seasons

**Publisher's Note: 6/12/14 Thur.**

I apologize for the inconvenience but I accidentally mixed the chapters up and published the wrong chapter yesterday for chapter 33, it was supposed to show the events that happened in the School Costume Party, so if you do not mind I suggest reading chapter 33 again if you want to learn more from it and then you can read this one.

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**CHAPTER 34**

**Changing Seasons**

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You've just finished leaving your school's costume party, at which you won fifth place during its costume competition. You also encountered a really creepy girl and your friend Harry up and vanished on you. You've called him several times before leaving him a message.

And then you were on the way to go see your girlfriend and adoptive sister when you notice a bunch of police cars rushing somewhere.

Oh, Come on.

REALLY?

You start heading off towards an area not easily noticeable- the school has guards patrolling it so you head to an alley between some building and climb its fire-escape. After confirming that nobody's around you quickly call Felicia. After a few rings, she picks up.

"Hey, Peter, you on your way?"

You listen to the sirens in the distance. "I was until I noticed a bunch of cop cars, so I'm going to check it out quickly. If it's nothing they can't handle I'll leave it to them, but if it's something big I'll deal with it."

"Alright, but be careful."

"I will, see you soon."

After confirming that there's nobody around, you quickly change into your new Spider-man costume, hiding your Halloween costume on top of the building, assisted by a little webbing. Seconds later, you're off.

It takes only a moment until you're above the cops- using building rooftops and as little as webbing as possible to keep up.

So far, nobody's noticed you.

Arriving on top of a building to the scene of the crime, you see the cops have surrounded a bank in a defensive perimeter. You see several cars on their sides, windows shattered, as well as the bank.

You haven't been noticed yet, so you decide to sit and wait. If the culprits show themselves, you'll be able to decide if you need to act.

Besides, sneaking in is the easiest way for people to claim you're accomplices with whoever is in there. It's probably just some common thieves, but still.

You sit there in silence as you hear the cop's voice, amplified, call for the perpetrators to emerge with their hands up. It's silent as you tensely wait for something.

And then the laughing starts. You see the cops collapse to the ground as their windows shatter and sirens go off as the Hobgoblin walks out, large sacks in hand. He seems to be saying something to the cops, but you can't hear it.

You'll have to wait for him to take off before you can take him down. If he's flying, odds are he can't pull of that laugh, especially if he's weighed down by the two large bags of what is presumably cash.

Still, Gwen said she'd help if you called her, so you should. Pulling out your phone, you dial her phone's number, waiting as it rings before she picks it up. "Hello?"

"Gwen, it's me. You know how you'd help if the Hobgoblin showed up? Well he's at First National Bank, some blocks off from our school. I'll try to hold him off- he's up to something, have to call you back."

Hanging up, you watch as he finishes gloating and kicks a cop. You notice that he seems annoyed when he's hit in the back by a shotgun, the blast echoing all the way up to you. He staggers for a bit before you see him swing set down one of the bags and send the cop flying backwards with one punch.

Picking up his bag, you see the wings extend as he takes off. That bought you a few minutes, so let's keep him delayed.

Now that he's airborne, he's yours!

You leap down, timing it just right as he's just beginning to pick up speed before shooting a web and swinging, sending you feet first into his torso and knocking him down, he quickly tries to recover, more skilled at this than last time as you catch his boot and grab onto his legs. He struggles while ascending.

"Damn it, Spider-man. Why is it that you're always in my way! If you let me go, I'll split the cash with you! Fifty-Fifty!"

"Money? You mean you're not trick or treating? And here I though I'd finally be able to get a Reese's."

You shift you posture so that you can kick upwards, using a moment to web his mouth. "I see you've taken care of the treat for the night, but you've missed out on the trick!"

Kicking upwards, you hear a whimper as you web and pull Hobby so that he's facing downwards away from any pedestrians before jumping off right before he lands. He skips a few times as he lands as his flight pack powers down. The bags land and roll away from him.

On the ground, away from you, the Hobgoblin slowly gets to his feet. His masked face is in a snarl and his voice is a pitch higher.

"YOU!"

He's less steady on his feet now, that crash landing actually hurt him, as he seems to be favoring his left side. His hands go into pouches as he pull out two pumpkin bombs as you hear his flight pack, more noisily, begin to power up.

Your eyes narrow behind the mask as you quickly extend your hands and web the bombs to his. He moves to throw the bombs, but stops as he notices his hands. Clenching his hands into fists, you see that he crushes the pumpkin bombs before his flight pack activates and he charges at you, fists swinging.

You dodge under his furious blows, one by one, as he blindly flies at you in a rage. You're easily dodging his blows and getting a few of your own in before dodging again as you see him wheezing.

And then, as he overextends himself, you hear a loud, metallic 'clang' as he drops to the ground. Behind him, in a red, masked outfit that's obviously not fully finished is a feminine form, holding a pipe.

Wheezing and setting down the pipe with her gloved hands, she looks down at the Hobgoblin before kicking him in the ribs for good measure.

Seems like he's out for the count. But you can hear the police approaching, rapidly.

"Sorry for taking so long, but I don't have my own webbing."

A familiar, muffled voice comes from the woman.

Your eyes narrow behind the mask as you quickly extend your hands and web the bombs to his. He moves to throw the bombs, but stops as he notices his hands. Clenching his hands into fists, you see that he crushes the pumpkin bombs before his flight pack activates and he charges at you, fists swinging.

You dodge under his furious blows, one by one, as he blindly flies at you in a rage. You're easily dodging his blows and getting a few of your own in before dodging again as you see him wheezing.

And then, as he overextends himself, you hear a loud, metallic 'clang' as he drops to the ground. Behind him, in a red, masked outfit that's obviously not fully finished is a feminine form, holding a pipe.

Wheezing and setting down the pipe with her gloved hands, she looks down at the Hobgoblin before kicking him in the ribs for good measure.

Seems like he's out for the count. But you can hear the police approaching, rapidly.

"Sorry for taking so long, but I don't have my own webbing."

A familiar, muffled voice comes from the woman.

It's best this stuff doesn't stay on him and you might as well nip this mystery in the bud. Pulling off the mask ,you see that teen with the camera who had been approaching Felicia earlier today and take a picture with your phone. "Help me get him out of this stuff, lest he break out and just take it back."

Gwen pauses before nodding as you get all of his armor and backpack off before webbing him to the nearby street light post. Tying and webbing all of his stuff to your back, you grab Gwen and webswing away just as the police arrive.

Quickly heading back to where you left your costume without being followed, you set down Gwen before checking your webbing. Just about out. She's been rather nervous and quiet since her earlier comment.

In the meantime, you should put back on your Char Costume over your Spider-man outfit.

There's the Hobgoblin's equipment- what should you do with it?

You'll leave it hidden and come back for it later. Looking around, you see a covered area that could be a good place to store it. You could leave it for the cops, but then there's the chance he could get it back and you wouldn't be able to study it in case you have to deal with him again.

Honestly, New York's finest don't inspire much confidence.

Heading back over to Gwen you sit down. "Hey, thanks for that. You really helped me out there, you know. Also, if you'd like a pair of webshooters, I could probably whip some up. I was going to make new ones, anyway."

You look over at her and let out a sigh. "Look, I don't really have the time for it tonight, but we need to talk. There's a lot that happened while I'm out and you deserve to know. Can we arrange a time to talk?"

Gwen looks down at the mask and gives a wry grin. "Well, I suppose being informed is better than not knowing at all. And you're right. I should get home before my dad finds that I was out. But it was rather therapeutic to hit that guy, you know?"

"I don't know when I'm free, but I'll give you a call when I know."

You nod at her as she puts back on her mask and quickly heads off while you head towards Felicia's house, helmet in arm.

You head back to Felicia's, enjoying the quiet night. After Hobgoblin, you deserve it. Really, you do.

Closing your eyes for a few moments you pause and listen to -absolute nothingness- before opening your eyes. Heading to your girlfriend's house, you knock on the door. Felicia opens up the door and smiles, relieved, before pulling you into a hug.

Eventually, she relents to letting Stella out of her room and spending time with the two of you. You think she might be acting a bit off initially, but the feeling soon fades as the three of you watch a movie. Tonight's turning out to be a pretty good night. When it hits about nine-thirty, you bid them farewell and go to return home, especially after Felicia's house gets a call from Aunt May reminding you you'd better be home by ten.

Or else.

Getting home in the nick of time, you're bailed out by Uncle Ben, who keeps Aunt May from giving you the talk.

All in all, this has been a pretty cool night.

OO

**TIMESKIP**

The week passes you by- there's word on the Hobgoblin case- the identity of the perpetrator is to be kept confidential. Apparently the feds are even getting involved. But, Harry seems to be in a bit of a better mood- though he's seeming pretty busy- apparently his father is making him take lessons to be better prepared for college, but there was something off in what he said.

More importantly, the Hobgoblin's gear was gone without a trace- no word by the cops or Oscorp that it was recovered- in fact Oscorp's out for Spider-man's head.

You've also begun tutoring Flash- at the local library- apparently his house isn't good for studying. He's not stupid, but it takes him a while to get the idea sometimes. But you don't have to catch him up on as much as you did with 'Felix', speaking of that Felicia's actually putting effort into her studies. She's not sure what she wants to do, but she'd like to go to a good college.

You also spent time explaining to Gwen the alternate future, and upon showing her future tech, have assured her that you aren't playing some bad joke. She's considering her options- considering what you've told her, she'd admitted that there's probably not much good in trying to stay uninvolved.

But the most important of all, your and Felicia's ruse finally came to fruition. Aunt May and Uncle Ben, generous souls that they are, agreed to take in Stella for a while with some help from My Hardy- Aunt May had been ready to refuse the aid, but Felicia, perfectly pulling off the act, convinced them that it was the least he could do.

You're working on decrypting the hard drive- it seems like it'll probably end up a pretty arduous task and will take at least a month.

There's also the fact that you need to apply to a college… or do you?

red- in fact Oscorp's out for Spider-man's head.

You've also begun tutoring Flash- at the local library- apparently his house isn't good for studying. He's not stupid, but it takes him a while to get the idea sometimes. But you don't have to catch him up on as much as you did with 'Felix', speaking of that Felicia's actually putting effort into her studies. She's not sure what she wants to do, but she'd like to go to a good college.

You also spent time explaining to Gwen the alternate future, and upon showing her future tech, have assured her that you aren't playing some bad joke. She's considering her options- considering what you've told her, she'd admitted that there's probably not much good in trying to stay uninvolved.

But the most important of all, your and Felicia's ruse finally came to fruition. Aunt May and Uncle Ben, generous souls that they are, agreed to take in Stella for a while with some help from My Hardy- Aunt May had been ready to refuse the aid, but Felicia, perfectly pulling off the act, convinced them that it was the least he could do.

You're working on decrypting the hard drive- it seems like it'll probably end up a pretty arduous task and will take at least a month.

There's also the fact that you need to apply to a college… or do you?

Empire State University and Columbia University seem to be your likely choices, there's also always the chance to work at Oscorp when you graduate, and Norman did tell you would be welcome to work for him even without going to college. But that's never going to happen for obvious reasons. To even consider working with the man who likely killed your parents still churns your stomach.

You end up applying to both colleges, just to be safe. Along with every other one in the area. Never hurts!

But you spend more time hanging with people you know in between seeing your girlfriend and working on your hard drive. You keep an ear out for trouble- having bought two more phones and turned one into a portable police scanner. There's not a lot going on- if Hobby escaped, nobody's talking about it.

Furthermore, there's been a lot of odd burglaries that leave sand in the area, but nobody's able to catch the perp. They've gone to calling him 'the Sandman.' But that's all they've been- there's not even been one injured person.

The lessons with Flash continue as well as they have been, but you managed to have a small dinner date with Felicia at least.

You've managed to spend a little time hanging out with Johnny- he's been working on his fire powers in a room he can't destroy provided by DOOM, who is currently out of the country. He's sure he'll be able to fly eventually- right now all he can do is burst into flames and slightly hover.

Harry's been up for hanging out. And by hanging out, its more he's picking your brain to help him study. He's talked less about his shows and whatnot and more about College- he's going for ESU.

Meanwhile, you've been introducing Stella to the modern world- you've shown her around, given her advice, taken her to the movies and made sure she's prepared for school.

So far, all you've gotten from the hard drive are videos of your father explaining the ideas behind some of his notes that he left behind. They don't tell you anything new, but it's nice, being able to listen to your father like this- he's actually recording these for you, it seems, like he's talking to you from the past.

Another week passes as you continue your work. You ask Felicia into looking into Doctor Spyral as you've not found any leads so far. She's been discussing with you patenting that material you made, but you'r both being careful about it. But, between keeping an ear out for crime, there's not too much you've been doing. J Jonah Jameson missed the mayoral elections, but he's not done yet- he's currently using this time to expose corrupt politicians and other internal corruptions at the Bugle, which gave him back his old position.

This weeks' been pretty productive- you've gotten to some of your father's ideas for 'the suit' and there's a lot of potential there, you can practically hear it in his voice. You've made a bit of a breakthrough with Flash- seems like you're beginning to figure out how he works to better teach him.

You've managed to keep in touch with Johnny and Sue Storm. Even though they're limited in the embassy- they're allowed more freedom- like being able to use the internet and the like, even though they can't really identify themselves, it's still better than a total communications block off. Hell, so long as they're disguised, they've been able to leave for small periods of time.

Meanwhile, Harry's gone pretty quiet- whenever you see him, he's got a head in a book and the only thing he asks you to do is check his work. You've actually been spending some time with your neighbor, too. You had trouble getting through to her, with her in her shell until you introduced Stella to her. Meeting your 'sister' seemed to surprise and shake her momentarily, since then she's been spending a lot of time around Stella, who seems to be drawing her out of her shell as she tries to introduce Stella to her various interests.

You're pretty sure you saw her smiling melancholically at her though, you're not entirely sure because a second later she was back to that very blank, subdued look.

Your sister really seems to enjoy spending time with your Aunt and Uncle, and you as well. You have to keep her out of your work, but after getting her to agree to keep secret, you let her watch some of your father's videos with you.

A father's last words- recorded in messages. Seems like the both of you know what that feels like.

Gwen's been... interesting. Considering your histories, you two have mostly kept it to shop talk, but she's keeping an ear to the police for you. You've managed to make a pair of webshooters like yours for her, as well as have full refills of webbing.

As the Thanksgiving holiday approaches, you don't really have time for tutoring with Flash, so you invite him to hang out one day. The two of you go shopping for gifts for your girlfriends- Flash's girlfriend is apparently Liz Allen, the girl who was third in the costume competition. It's actually an interesting experience as the two of you discuss what presents you're getting for your respective girlfriends. You also notice the more than slightly disapproving look Flash has when he passes bars on the way, but you don't press. You're still only getting to know him as someone other than a bully.

You and Stella actually have to go visit the Latverian Embassy- the both of you, along with Johnny, are getting current medical exams by Sue Storm- you've since gathered up all of your blood samples. The three of you end up goofing off- Johnny's shown off the improvement he's gotten while Stella shows off her illusion powers… apparently. They don't work on you, after all.

Still, apparently Sue Storm's gotten better at her powers- she compares her abilities, unlike yours, like a muscle she has to flex. Surprisingly, she's heard of Doctor Spyral- though not recently. Apparently she was an associate of Otto Octavius a while back, but claims of intellectual property theft were thrown around by both parties and she lacked the sway Octavius had- leaving her a wreck and laughing stock in the scientific community.

Sue, interested by your 'Spider-sense' tried to analyze it, but she's barely been able to make a breakthrough- your spider-tracers are actually something that shocked her that you invented. She's asked you to come back another time for more tests as she analyzes your DNA. The rest of the day was you, Johnny and Stella hanging out while Johnny gives you advice on how NOT to be thrown out of ESU.

You've also been spending time with Stella, helping her feel like a part of that family. Because that's what she is now. You don't mind Aunt May's embarrassing stories about you when you see her smile and look like the child she should be.

Otherwise, you've been working on cracking the last bits of the hard drive, which is much more involved than the earlier parts. The day before thanksgiving, after you help set up for the next day, you spend the rest of the day (and night) working on it.

You're not sure when you fell asleep, but when you wake, it's to the dark with the screen light up. Only two words are on the screen.

**_DECRYPTION COMPLETE_**

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**END  
To Be Continued**

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**_Please Review_**


	35. A Very Parker Thanksgiving

**CHAPTER 35**

**A Very Parker Thanksgiving**

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You've been keeping an ear out for any big trouble lately, but after catching the Hobgoblin and with Carnage in a jail holding cell without bail awaiting trial as his court date keeps being pushed back, there hasn't been too much. Some odd robberies and the Hobgoblin's equipment gone missing, but nobody's used it.

Yet.

Still, while things are quiet, it's best to get to work on pressing issues. Such as the hard drive your father left behind. The videos are mostly his discussions on the different blueprints he left behind as he talks to you over the video. You've spent many late nights, such as last night, working on it until you collapsed from exhaustion. Still, there are secrets in this thing that are left hidden.

Until this morning.

Blearily opening your eyes on Thanksgiving morning, you quickly blink back the crud from your eyes as you stare at the words on the screen.

DECRYPTION COMPLETE.

Your heart skips a beat as you stare at the words before hitting enter, the screen changing to videos and images- there's a more than a few images your father had of him, you and your mother. Moreover, a decent amount of the thumbnails for your father's videos show him looking rather disheveled. Glancing at the clock, you see that it is nine in the morning.

However, today is Thanksgiving- normally things are pretty quiet- you, Aunt May, Uncle Ben, and Miss Anna Watson. But you've noticed Aunt May buying up lots of food to prepare- much more than usual. She's either making sure there's lots of leftovers or you're having more guests than normal.

You might have an hour or two to do things before you're roped into helping prepare for dinner and guests. You glance in the mirror nearby- your hair's disheveled and your eyes are somewhat bloodshot.

When asked about if she's want to come over for Thanksgiving, All Felicia did was smile impishly at Peter and say, "Sorry, Peter, I already made plans."

While a nap sounds lovely and you'd rather just spend forever with this hard drive, its probably best to pack it away. Spending a few moments, you set the computer back to normal and hide anything that relates to your secret activities.

Yawning, you quickly head upstairs and greet Uncle Ben and Stella- Aunt May is over at the Watsons for the moment. You take a moment to see that Uncle Ben is showing her his Bob Ross VHS again before you head upstairs to freshen up- watching that man is a deathtrap to being awake to you right now. Grabbing a shower and trying to make yourself not look like death warmed over, you succeed in merely looking like you're somewhat tired.

Heading back downstairs in clean clothes, you glance at the clock- it's just past nine-thirty. There's some decorations up here and there, but things haven't been finished- since you normally use the dining table for thanksgiving, it usually isn't bothered with, however as there will (probably) be more guests, you might as well try to help out.

Uncle Ben waves at you over as you sit down. "Good thing you're up, sport. May'd have a cow if you're still sleeping. Anyway, we need to assemble the larger dining table, so we'll have to grab it from the garage."

"Sounds good!"

It takes a little bit of time as you help your uncle dust off and assemble the table in the cleared area of the living room before chairs are placed down- according to your uncle there needs to be twelve chairs in total. When the two of you have finally set up the table, you smile in nostalgia.

This table used to be used every Thanksgiving- you remember your father and Uncle Ben always dragging it out and assembling it as you'd wait around to hang out with Eddie- he was older but he always tolerated you being around considering the holiday. Brushing your hands off, you smile at the table- it's nice to see it used again, it hadn't been used again since your parent's deaths.

Your Uncle has a melancholic expression as he sits back down and stares at the table- Stella's looking at the both of you, a somewhat lost expression on her face. "What's with the table?"

Your uncle ruffles her hair as his normally jolly smile returns. "Well, Stella, this table's an old Parker Family tradition The men would set up everything, the kids would play together, and the women-folk of the Parkers would kick the men out of the kitchen and threaten us with giant spoons if we entered."

The two of you reflect in bittersweet memories before Ben claps his hands to destroy the mood. "Well then, everything's set up, barring silverware, so let's go ahead and watch some television, alright?"

Turning on television in hopes of seeing some thanksgiving programming, your uncle begins to flip channels, settling on the news for a few moments. This one's bugle affiliated as you see discussion of whether or not a Spider-man balloon would show up, considering your minor celebrity status, which leads into discussions of the 'Scarlet Spider' as the Bugle refers to the few, very blurry images of Gwen in costume-

Interestingly enough, there was an interesting division of terms- unlike when you introduced yourself, Gwen had no such luck for an identity. Jameson, alliterative and catchy as his goal, came up with the 'Scarlet Spider,' while their rival insists on 'Spider-girl.' Actually, when you asked her on it, Gwen admitted she's pretty embarrassed by both, but she admitted she'd rather not be referred to as 'girl' when she's almost an adult.

You've been sitting and explaining things about thanksgiving during the news, but it seems like your Aunt has returned in the meantime. Looking over at the table, she seems almost about to cry before wiping at her eyes and heading towards the kitchen.

"The guests will be here starting at around noon, everyone. Anna and Mary Jane will be helping me, but they'll be coming in from out back."

She pauses and stares sternly at you and Uncle Ben. "You two know the rule, so if you enter the kitchen before dinner you're eating out on the porch."

Admonished, the two of you quickly look to see what else is on before you stop your Uncle.

"Wait- the previous channel!"

You freeze as 'Stark Press Conference' is on the news, there's a man in the suit speaking as Tony Stark waits next to him.

"-and now, Mr. Stark has prepared a statement. He will not be taking questions, thank you."

He steps off to the side as Tony Stark walks in front of the microphones on the podium.

"First of all, I'd like to apologize for delaying your thanksgiving, I'm sure the rest of you all have families you'd like to be with. Anyway, Been a while since I was in front of you. I figure I'll stick to the cards this time."

He clears his throat as he taps some note cards before looking down at them before looking back at the reporters.

"There's been speculation that I was involved in the events that occurred on the freeway and the rooftop…"

A female report stands up as attention focuses on her. "I'm sorry, Mr. Stark, but do you  
honestly expect us to believe that that was a bodyguard in a suit that conveniently appeared, - despite the fact that you…"

Stark raises a hand to cut her off.

"- I know that it's confusing. It is one thing to question the official story, and another thing entirely to make wild accusations, or insinuate that I'm a superhero."

The report smirks. "I never said that you were a superhero."

Stark looks surprised for a moment before he tries to regain ground. "Didn't? Well, good, because that would be outlandish and… fantastic."

Stark's trying to regain his momentum, but he's stumbling badly.

"I'm just not the hero type. Clearly. With this laundry list of character defects, all the mistakes I've made-largely public…"

The man next to him leans in and whispers to Stark for a moment before moving back as Stark takes a deep breath.

"Yeah, okay. Yeah."

He looks down at his cards, prepared to read them, but you notice his hesitation. There's something that's keeping him from reading them.

"The truth is…"

He grimaces as you lean forward. Stark looks at the card before tossing them over his shoulder.

"I am Iron Man."

You stare at the TV as the press conference is quickly ended as reporters cut back to studio and discuss- images of two robots- one large, imposing and silver against another humanoid one that's red and gold as there's scattered footage of them fighting before one image of Stark Industry's arc reactor blowing sky high.

Even the commentators are still reeling as news updates itself as there's an image of Tony Stark from the conference just now alongside the red and gold robot. Or armor.

Iron Man.

Tony Stark has a robot suit.

To your side, you notice that Uncle Ben let's out an impressed whistle.

You, however, are having a brain crash. Firstly from nerding out. OHMYGODTONYSTARKMADEPOWERARMOR

You might have made some crazy or excited sounds. Hopefully not.

Then you take a moment as the engineer in you takes control. How the hell did that even work? No, seriously, the amount of sustained calculations for flight and other programs has to be insanely complicated. Not to mention for that small and compact of a design, how is it even powered? There's also the fact of how exactly is it flying there?

You don't know.

But goddamn it, you need to.

You find yourself downstairs moments later- the in between lacks relevance due to its lack of science- and look up videos of 'Iron Man' as you try to work out how the fuck he's doing this. There's no obvious areas for a backpack, he's apparently got flight because of emitters in his hands and feet (and chest?) that provide thrusters but you're still not sure how the fuck he powers that thing. Or gets it to work.

You sit down there in the basement, trying to figure this out. There's some sort of noise, drawing you from figuring this puzzle out.

You reluctantly close up the notebook you're writing in and put it into the desk drawer before closing out the internet. You look longingly back at the work you were doing before heading upstairs.

Stupid responsibility.

Heading on up, you close the basement door behind you as you sit down next to Stella, who pokes you cautiously. "You back to normal? Uncle Ben said that you went into 'crazy nerd mode' again."

You pause and look over at your uncle. "What? It's true."

You sigh before shaking your head and trying not to focus on science. There's family stuff to do. Even if you would really, REALLY like to be deciphering the mysteries of power armor. The doorbell rings as you get up to answer it, you see that it's Eddie.

He seems a bit under the weather, but gives you a smile. "Hey, Pete. How are you?"

The two of you sit down and begin making small talk after you introduce Stella. Seems like Eddie's been working hard on investigating Cassidy ever since he was caught, along with any hobgoblin leads. However, while he won't tell you anything on Cassidy, he does inform you one thing about the Hobgoblin.

"Seems like that the suspect was a kid around your age, but the police won't say anything more. The feds are involved too, whatever's going on it completely top secret. Can't tell anything more because that's all I 'know.'"

He looks around for a moment as he lets out nostalgic smile. "I remember Thanksgivings. They were a lot of fun. Before.."

He shakes his head. "Well, regardless, you're about to graduate, right? Where have you looked into?"

"Well, I was thinking of going to ESU, but I've also applied to several others in the area. Norman Osborn did invite me to work as Oscorp though."

Eddie nods his head. "Makes sense. You're damn smart- always were, and Osborn's an old friend of your family."

"Wait. What?"

Eddie Nods. "You might not remember but Norman Osborn and his family used to come over, but stopped when Oscorp began making it big, as they were too busy. Don't know the details myself though."

Uncle Ben leans in, taking a drink of his eggnog. "Well, allow me to explain. Norman Osborn's wife Emily was a friend of your father's through college. Everyone thought they'd hit it off, too. But your father met Mary and well, it was love at first sight. He still kept in contact with her, and eventually she met Norman, who was a nobody at the time as Oscorp had yet to exist."

"They used to always come over for Thankgiving and other Holidays, but as business built up and your fathers refrained from going up with them they saw less and less of each other, until it was eventually only the Brocks and Parkers coming."

Uncle Ben turns back to the television as you and Eddie look a bit surprised. "Well, that's more than I knew."

Your eyes widen as you remember. "Oh, right. So, what's the Bugle's views on Stark's announcements, by the way?"

Eddie grimaces as he pulls out a handkerchief and coughs into it before pocketing it again, his face tired and a bit annoyed. "Please don't bring up work, Peter. Besides, I've been on sick leave for the past few days, so I've been kept out of the office loops. Jonah insisted on it, told me 'Spend the holiday with Family, Brock! If I catch you at work, you won't like the tongue-lashing I give you!'"

He coughs into his handkerchief again. "You alright, Eddie?"

He just waves you off. "Just a cold, Pete. Don't worry."

You distract him with Stella and some small talk before the door rings again. Getting up, you open it to see Captain George Stacy standing there in a semi-formal outfit along with Gwen who is in a sweater and black pants looking somewhat uncomfortable to be there.

You smile and try too look like you know what you're doing as you step aside. Captain Stacy's a friend of your uncle, so not surprising he'd be invited over if they're doing something big. Captain Stacy walk in as you call over to your Uncle.

"Uncle Ben, Captain Stacy is here!"

Faster than you'd expect of him, Uncle Ben has picked up a cooler and wrapped an arm around his shoulders. "Hey, George. Good to see you. Remember that bet you made?"

George Stacy's face pales as he quietly and horrified tries to struggle. "Please no."

But you see Uncle Ben dragging Captain Stacy off into his (still unfinished but it'll be done one day) rec room as you think you see the police captain consider biting off his own arm. He quietly whispers that you and Gwen for you to save him.

You wave sadly as he's dragged out of sight, leaving a baffled Gwen there.

Stella, who you've briefed on Gwen not actually being Carnage is starring impassively at her. Eddie seems to be calling someone on the phone.

You clear your throat uncomfortable as you lead her over to the couches. "Gwen, This is Stella. I think I've mentioned her?"

Stella continues to stare flatly at Gwen, who pulls at the neck of her sweater with one hand and extends another. "Ah. Yes. Nice to meet you, Stella. I'm Gwen."

Your sister figure slowly takes her hand and shakes it tightly with a slow careful movement, never breaking eye contact. "I'm aware."

Gwen takes her hand back, flexing it. There's a tension between the two- even though Stella knows she's not CARNAGE there's a deliberate unfriendliness there, and Gwen's still a bit apprehensive about meeting a half-child of a alien species from a future that no longer exists.

You should step in. Clearing your throat, you get their attention.

"So, Gwen… How about that Iron Man?"

Gwen, seemingly grateful for a break into familiar territory sits down, adjusting her glasses. "Well honestly, its rather interesting. I'm curious on if it involves cybernetics, or not- Stark doesn't seem to be a cyborg, but who knows.

"Still though, I'm really curious as to how he gets it to work- I don't see how such a compact form could do all of that without an internal battery-"

The two of you talk back and forth about different ideas, but Gwen's more biology focused so you sometimes loose her and vice-versa when discussing technology.

When it clock hits about three and everyone's all settled in, the doorbell rings one more time. Getting up to open the door, you see Norman and Harry Osborn standing there. Harry seems a bit displeased to be here.

"Um, hello Mister Osborn, Harry. Nice to see you. Won't you come in?"

Norman gives you a smile as you step to the side to let them in as Harry continues to look disgruntled as he walks in. Norman looks around and lets out a sigh. "Would you like me to get my Uncle, Mister Osborn?"

Norman Osborn pats your shoulder, chuckling cheerfully. "Peter, my boy. No need to be so formal. You're practically an adult, so please, call me Norman."

He glances round. "Where is Ben, anyway?"

You point over at the door to Uncle Ben's Rec Room. "He's in there talking with Captain Stacy Mi-Norman."

He gives you a smile as he heads over to the door. Pausing, he turns back. "Oh, did you hear about Tony Stark, Peter? I'd be interested in hearing your thoughts on his 'Iron Man' sometime."

Waving, he heads into the rec room. You see Eddie step outside for a moment on the phone, closing the door behind him. Leaving you, Gwen, Harry and Stella.

Harry's sitting down looking like he'd rather be anywhere else.

"You alright, man?"

Harry gives you a sarcastic sneer. "Does it look like I'm alright? This is exactly what I don't want- an evening of being shown how my father would rather have you as a son."

Gwen scowls at him. "Hey- whatever problems you have with your father, they aren't Peter's fault. This is Thanksgiving- don't act like that, especially not to your friend."

He looks like he's about to retort, rudely, before he shrugs and leans back into the couch, looking away. "Look…Whatever."

You frown at Harry- ever since Halloween, he's been more and more like this. Still, no reason you shouldn't try to be a friend. "So, do wither of you have college plans? I was thinking ESU myself."

Harry's eyes narrow as he scoffs- Gwen, trying to keep a polite conversation, tries to smile. "I was thinking of ESU, as well. They've got a great science department and a lot of noted scientists in the area went there, like Otto Octavius. I'm pretty sure I'll be accepted."

There's an awkward silence as you see that Stella has actually stopped staring creepily at Gwen- she's scowling at Harry.

"So, Harry, what about that Iron Man- its powered armor, that's pretty cool, right?"

Harry doesn't respond for a moment, when he does his words are cold and bitter. "I don't know. Why don't you talk with my father about it I'm sure he'll be glad to listen to -you.-"

You frown and grab Harry by the arm. "Harry, we're talking upstairs. Privately."

Dragging him to your room, you close the door behind you and turn to him as he scowls at you, arms crossed. "What is it?"

You stare at him and sigh. "Harry, I don't care about your dad- he's a jerk. I just want to be able to talk with my friend, dude."

You try to rest you hand on his shoulder, but he slaps it off and glares at you. "Look- I don't want to fucking be pitied by -you- of all people."

Your brow furrows in confusion as you feel your heart twist at that. "…Harry? What's that supposed to mean?"

He pokes you in the chest. "What do you -think- it's supposed to mean? I mean that I'm Harry Osborn- and yet I can, somehow, never measure up to -you- Puny Peter Parker, who can't fucking talk to girls and gets bullied and is so fucking pathetic that he only has -one- friend. You know why Dad's more interested in you? I let myself coast by and let you be the smart kid while I was the more popular one.

"Hell, Gwen Stacy wouldn't even go out with you and everybody knew she had a thing for you. How -sad- can you be? And yet somehow you're no longer bullied- you're friends with Flash Thompson, the hot new Girl is going out with you because you helped out her pitiful cripple brother. And then you try to pity -me- by setting me up with your creepy freak neighbor."

He breathes deeply again, poking into your chest again. "So, I've realized my mistake. I'm going to brush up on my studying skills and I'm going to show my dad that -you're- the fucking joke."

He pushes you out of the way before looking back. "Hell, maybe I'll ask Gwen out, too."

You fist is clenching and unclenching as Harry scoffs. "Later, dweeb."

You control yourself. His words hurt, especially coming from a long time friend, but he's only mad. He almost certainly doesn't mean that. When he cools down, he'll probably apologize. But he'll have to apologize for having said that first.

He's confusing pity with giving a damn. However, you're not going to keep the flames burning in this argument.

You watch him leave the room before heading down shortly after- he's sitting on the couch and there's probably an hour or two until food is served. Eddie still seems to be outside. Gwen and Stella look concerned and angry.

You head over to Gwen and Stella. They glance at you, then at Harry, then at the door. "What's up? I was going to go see if you two wanted to go downstairs to the basement."

Gwen gives you an uneasy look, the three of you distancing yourselves from Harry. "Pete, what happened up there? Your neighbor, Mary Jane went upstairs right after the both of you did to tell you that dinner would be done in an hour and twenty minutes, but she ran back downstairs and our the door crying. What happened?"

If she was up there, then certainly, she overheard Harry's outburst. Great. You shake your head. "I didn't even know she was there and Harry…"

You shake your head before looking outside.

You shake your head. "I'm going to go look for her. Can you two make sure things don't get out of hand here? Everyone got together for this dinner, I'd rather not see the night ruined for everyone."

Grabbing your coat, you slip on your shoes and head out the door. You see Eddie standing there grimacing at his phone as he looks up, he tries to look more cheerful. "Hey, Pete. What happened with the red haired girl- I was about to go follow because my doctor's office was no the line and had to end the call first."

You see him look down and curse. "Crap, they're calling me back. Better not be trying to reschedule my appointment. Look, I -really- need to take this- she ran down the street that way- She wasn't wearing a coat so she's probably freezing and she wasn't running that fast- you should head after her and get her back inside."

He answers the phone. "Hello? Eddie Brock speaking." He mouths 'go' and gestures for you to hurry. Taking his advice for the moment you head down the street looking for her- she's got a bit of a head start though. Down that was is the playground the two of you used to play in, along with a convenience store. It also leads, eventually to the arcade you took her to.

You head towards the playground the two of you always spent time with as kids. Now that she's a person and not a childhood boogieman, you've remembered some things about her- she was always a pain, but she wasn't always that bad, but that might have had something to do with her father, after all.

It takes you a few minutes as you keep an eye out for any sign of her- she's introverted and doesn't like crowds- she wouldn't go somewhere with people- the convenience store is one of the few places open on thanksgivings in the immediate vicinity. The Arcade is closed, but she might not care.

But the playground was the place she and you used to spend a lot of time at.

Arriving, you feel your Spider-sense hit that static-like sense of worry again as you approach Mary Jane. She's on the ground clutching her arm, seems like she tripped and scraped it. Her eyes are closed as she tries to take deep breaths, muttering almost inaudibly.

"pleasenopleasenopleaseno."

She pauses as she hears you come near. "W-who is it?"

"It's me, Peter."

You Spider-sense's static spikes as she tries to move away from you without opening her eyes. Breathing deeply you see her searching her pockets for bandages or anything else, growing more and more frantic as her breathing grows more frenzied.

Kneeling down, you rest your hand on her shoulder- she flinches as you retract your hand. "Mary Jane, I'm sorry about what Harry said, but you need to calm down. What's the matter?"

Almost hyperventilating, she 'looks' in your direction as her uninjured arm holds her injured one before letting go and grabbing at you, her voice hysterical and frightened.

"Help me…don't want to see the blood again."

* * *

**END  
To Be Continued**

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_**Please Review**_


	36. Guess Who's Coming to Thanksgiving

**CHAPTER 36**

**Guess Who's Coming to Thanksgiving**

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**_Song: [Persona 4 OST] 10 - Who's there?_**

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You approach Mary Jane Watson as your spider-sense crackles like static- increasing and fading to nothing in moments as your neighbor seems to desperately control her breathing. Her eyes are clenched shut with tears streaming down it and she clutches at her arm. Her pockets seem turned out and she's whispering to herself like a mantra.

"pleasenopleasenopleaseno-"

"Mary Jane?"

Her head snaps upwards, blindly looking around for the sound of the voice.

"W-who is it?"

Kneeling down near her, you look at her arm- it's a scrape, but it doesn't seem to be very deep, hopefully. You can't tell too much from a glance from here.

"It's me, Peter."

You're spider-sense's 'static' spikes again as she flinches away as you try to put your hand on her shoulder.

"Mary Jane, I'm sorry about what Harry said, but you need to calm down. What's the matter?"

Her breathing grows more and more erratic as she begins to gasp- probably hyperventilating. She looks in your direction again, almost desperate as her uninjured arm brings her injured arm in closer. Her voice is ragged but filled with quiet desperation.

"…help me. …I don't want to see the blood again."

You stare at her as she continues to talk- more than you've seen her talk before. "…I'm really bad with blood. I-I faint and pass out if I see it."

She shudders as her voice lowers to the point you can't hear it as she continues to mumble. You're spider-sense is beginning to crescendo in pitch in the background.

Carefully taking a look at her arm, with her permission, you look it over and see that it seems to just be some small scrapes. Wrapping your coat around her, you help her to her feet. Carefully opening her eyes, she wraps the coat around herself tighter, wiping her hand on her shirt, she quickly grabs her few possessions that she pulled out of her pockets back into them.

You make some small talk with her as you walk, but she mostly keeps focus on the road ahead, keeping careful to look anywhere but her arm. It takes a few minutes, but you're able to reach the convenience store and, after buying some Neosporin and gauze bandages from their tiny 'medical' section, Mary Jane steps into the bathroom.

You make some small talk with the clerk- you've been here enough times before to be familiar with the employees on some level, when Mary Jane exit's the bathroom. She's balled your coat up and there's a sense of relief in place of the tension- your spider-sense has faded in the background to being nearly unnoticeable. Her right arm is bandaged up with a wrap of gauze bandages as she shoves your coat into your arms and starts heading for the door, pausing.

"…thanks."

Wishing the clerk a happy thanksgiving, you quickly follow after her. She's not looking at you, but she isn't avoiding you either.

You decide to talk with her on the way back, if only to make it less awkward silence. Besides that, there's a misunderstanding that needs correcting.

"Hey, Mary Jane. About what you overheard Harry say- I'm sorry for him acting like a… well there's a lot I could say about how he's acting and none of it is nice. Regardless, I wasn't trying to set him up with you or because it was out of some sort of pity."

She's walking alongside you, but you can tell she's listening. "I just thought, considering our history, it'd be easier for you to make friends with someone else and Harry shared the same interests with you- before he started acting like a jerk, I thought the two of you would probably be good friends. Regardless, I'm sorry. Both about whatever misunderstandings you heard, and Harry."

She's silent for a while, but to be fair that's the norm for her. When she finally talks, she doesn't look at you but you can see it isn't easy for her to say.

"…I can't blame… what he said. I'm not good with people and I pass out when I see blood. But… what you said, what you tried to do for me…"

She wraps her arms around herself and walks a little bit ahead of you. "…it's probably more than I deserve, but I... appreciate it."

She stays a few steps ahead and keeps quiet for the rest of the walk- as you near your house you get her attention. "Hey- do you want to stop by your house and get a change of clothes before you come back over?"

She nods and heads over to her house- you wait until she heads in the front door before heading into yours. Eddie's no longer outside, but his car is still there and so is Captain Stacy's car. According to your phone, there's still about forty-five minutes until dinner.

You head on upstairs when you get home and toss your coat in the wash before washing up- you also change your shirt. You take a moment to let out a groan of frustration.

You can't even go downstairs and SCIENCE in peace right now, considering Norman Osborn is here. And Harry's acting like the world's biggest prick.

Taking a few minutes for yourself, you warm up in the house. After about six minutes of trying to calm down, you notice Mary Jane heading out from her house to your backyard, towards the kitchen door. Well, at least she's back.

Heading downstairs, you see Eddie sitting on the couch and Harry in a chair- presumably your Uncle, Captain Stacy, and Norman Osborn are in your uncle's Rec Room. Spotting you head back down, Eddie waves. "You take care of things?"

You nod. "Well, more or less. Where's Gwen and Stella?"

Eddie points over to the basement door, covering his mouth as he coughs again. There's less than half-an-hour until dinner.

You sit down on the couch a distance from Eddie, who pockets his handkerchief again.

"You sure you're alright, Eddie?"

Eddie smiles and shrugs. "It's nothing, really. I'm just a bit under the weather. I've got a doctor's appointment, but it's only a bad cold and he's probably just confirm that."

You spend the time talking about what he's been up to. Apparently, he and his fiancé are going to wait another year or two before getting married so that they're more financially stable. He's also Jonah's go-to guy for top stories normally, but with him slightly under the weather he's been making sure Brock's in good health for whatever the Carnage Killer Trial happens.

He's slightly more relaxed now, so he's more open to conversation that might involve work.

Your brow furrows as you try to recall Eddie's fiancé's name. He'd mentioned it to you about a month ago. What was it?- Ann!

"So, Eddie, if you don't mind me asking, where's your fiancé- her name was ANN if I recall correctly, right?"

Eddie nods his head, a bit surprised. "Huh, didn't think you'd remember that. Yeah, her name's Ann. Well, the main reason I'm here, other than your Aunt's great cooking, is the fact that while I love her, Ann's family's got a bit of a ridiculous policy- only family is invited. And they don't consider me family unless I marry Ann, so until we're married, I'm not going to be eating Thanksgiving with them and I'm not going to begrudge her one of the few times a year she gets to see them."

He shrugs and pulls out his wallet. "Here's a picture, by the way."

He shows you a photo of him in a photo booth with a blonde haired girl with short, messy hair, the two of them smiling and looking like a stereotypical couple in love. He puts it away with a smile.

"Well, the hair's not up to date for her, she dyes it whenever she feels like it, it's currently brown, but that's Ann. I met her back about three years ago, but back then she was just a friend of a friend, we didn't actually start going out until about a year ago after some friends forced us to go on a double-date with them. Still, I'm glad I went."

The two of you talk for a little bit more until Aunt May comes out. "Peter, where is everyone? Dinner's almost ready."

"Well, Norman, Mister Stacy, and Uncle Ben are in his rec room while Gwen and Stella are downstairs."

You aunt lets out a sigh. "I'll go get Ben and the boys- would you mind getting Gwen and Stella, Peter?"

"Sure, no problem Aunt May. I'll be back, Eddie."  
He waves you off as you head downstairs into the basement. Heading on down you see Gwen and Stella sitting there watching funny videos on youtube. Turning towards you and seeing you in good spirits, Stella smiles.

"Hey, Peter! Everything alright?"

"Yup, but Dinner's about ready, so we need to head on up, alright?"

Gwen closes out the browser before pausing, looking somewhat embarrassed. "Sorry about using the computer without asking, Peter."

You shrug, you don't keep private documents on your computer to be browsed by anyone, so it isn't like it's a major invasion of privacy if all she did was watch youtube. "Well so long as you haven't been up to anything other than watching videos, I don't see why not. But next time, I would probably appreciate you asking."

"Will do!"

Gwen gives you a salute that Stella tries to copy. You're in a good mood and it's almost time for dinner. Heading on up, though, you see everyone except for those who were working in the kitchen there. There's still a minute or two until dinner.

You head over to your Uncle, who's currently sitting down in his chair and reclining for the moment. "Hey, Uncle Ben?"

His eye cracks open as he looks over at you. "Hmm?"

You look around. "So, who is the twelfth person joining us tonight? There's twelve chairs at the table, but there's only eleven people I know of who are coming."

Your Uncle shrugs. "Heck if I know. Asked the same thing myself, but May just gave me the ol' raised eyebrow and said 'Benjamin Parker if I tell you, you'd ruin the surprise!'"

You hear Norman Osborn and Captain Stacy snort with laughter from nearby at Uncle Ben- as you see why. To his other side, your Aunt May is standing there. Eyebrow raised. When he turns his head, your uncle lets out a sigh of resignation. "It always happens."

Your aunt smirks as she shakes her head, amused. "And this is why I didn't tell you- you can't keep secrets, Ben."

Clapping her hands loudly, Aunt May directs people to sit at the table- seems like you'll have a choice of who you could sit next to.

Everyone takes their seats around the table- unlike most of the teenagers that take on end, Harry sits himself down next to his father. You actually find yourself at the other 'head' of the table across from your Aunt.

All in all the seating is -from your left- The Empty seat, Gwen Stacy, Norman Osborn, Harry Osborn, Anna Watson. From your right the following people are sitting there- Stella, Mary Jane, Eddie Brock, Captain Stacy, and Uncle Ben, with your Aunt directly across from you at the other 'head' of the table.

You all sit down after Mary Jane, Anna Watson and your Aunt all bring out the thanksgiving food. After everyone is situated, your aunt looks around in dismay. "Oh, no. I forgot to grab the stuffing."

"I'll get it."

You move to get up as you see Aunt May smirk as someone sets down the stuffing's large bowl onto the table as you stare it incredulity. Sitting down in the 'empty seat' is your girlfriend, Felicia Hardy who smiles at you sweetly.

"Happy thanksgiving, Peter."

You see your aunt and Anna Watson all smiling in triumph as you notice Gwen's smile fade some. Felicia pats your hand. "Apparently miss Parker and my father arranged for me to eat here, so I asked Mrs. Parker to make it a bit of a surprise for you."

You stare in stupor for a moment before a wide, goofy grin crosses your face. "Well, I'd say it's a very good surprise."

The twelve of you say grace as led by Aunt May before Uncle Ben cuts the turkey and you all begin eating and talking. You first focus your discussion towards BLACK FRIDAY- the day your super frugal ways go wild and you find the best deals- Gwen, Felicia, and Stella show interest in braving New York crowds with you to shop for things, especially Christmas presents.

You pause and turn to Stella. "How have you been adjusting to school, by the way?"

She shrugs, eating more turkey. "Easy, I already know it and everyone else are… children."

You raise an eyebrow. "Technically, you're a kid, too."

She snorts and turns her head. "Yeah, but I'm totally smarter than them."

Felicia and Gwen giggle as you turn towards those two. "Hey, how's school and college search going for you two, by the way?"

Felicia shrugs. "Well, I'm not a genius like you, but I'm able to keep up with my work enough to make decent grades. I think I'm going to try for ESU's English department, not as illustrious as your science, but it's something enjoyable nevertheless."

Gwen finishes stuffing her face before replying. "ESU, definitely- I'm going in for biology mostly, probably a minor in electronic engineering. It's what Otto Octavius did, you know."

You see Norman's head turn. "Oh, are you all talking about College, then? I went to ESU myself, you know. It's where I met your father, Peter, and yours, Eddie. Of course, we were all nobodies back then, but we all got along as well as a wet bag of cats. At first, that is. By the way, Miss Stacy, Otto Octavius just accepted a contract to work at Oscorp today."

He takes a sip of his drink before smiling- if you didn't know better and knew what kind of man he was, you'd say he was cheerful. "I can't say I could get you an internship, Otto's very particular about his working conditions, but I might be able to get you to meet him. Also if any of you three face any trouble at ESU, be sure to get word to me and I'll clear it up."

Gwen pauses and looks over at Norman, confused. "Wait, I thought Oscorp was mainly focused upon medicinal and biological developments, though?"

Norman grins wryly. "We were, right up until Tony Stark's disappearances. We've been planning some technological developments, but Tony's announcement today secured me Otto's contract- the two never got along, did you know?

Gwen looks rather… torn on her opinion and chooses to just quietly thanks him as he turns back to talk with Eddie Brock about something. Lowering your voice, you turn to your conversational partners. "So, what did you think of Iron Man, then?"

Felicia shrugs. "Above my level, but I like the hotrod red."

Stella smiles, raising her voice. "I think Spider-man could take Iron Man. New York's heroes beat California's any day."

Norman, Eddie and Uncle Ben toast to that as Norman turns his focus back to you. "So, Miss Stacy, Peter- how do you think Tony did it?"

You smile bashfully at Norman Osborn. "Well, honestly, I'm more concerned with two factors I haven't figured out- I understand that Tony Stark is a genius at engineering, but I can't figure out how he can manage the calculations to run that thing, let alone the ability to power it and I've mostly focused on those issues to no avail."

Norman glances at the distracted Eddie before pulling out something from his pocket and handing it over, unfolding it, it seems to be a picture of Tony Stark's chest- with a large circular device that's glowing blue within it- he's apparently at his house with a shirt off- stretching. Must've gotten out of bed?

You stare down at the picture as you stare at his chest. There's something familiar about that thing…

The form of the device in his chest- that design. The glow, and design…

You've seen this before- it's an Arc Reactor.

Your mind does the math- If this is imbedded into his chest, and can be even similar in output to the large scale on in California… Holy Shit- that's how he powers it. Tony Stark cut a hole into his chest to power his armor. That actually sounds wrong, but there's probably more than meets the eye.

You look up at the knowing look of Norman before passing the paper to Gwen, who has a similar reaction, before she hands it to Norman. "Now- as to how he has the calculations- Stark doesn't often overindulge, but he's more than once drunkenly bragged about the AI he's made- that could do the calculations just fine, I presume."

He pats his pocket with the picture. "But how did he miniaturize it? Do you have any ideas?"

* * *

**_End_**

**_To Be Continued…_**

* * *

**_Please Review_**

* * *

_**Christmas Special #1**_

* * *

_**A VERY PYM CHRISTMAS Quest  
A spin off of "Peter Parker Quest" (In other words this actually happens in this story)**_

* * *

_**You know Drunky and Ragey**_  
_**And Bow Guy and Redhead,**_  
_**Sparky and Freeze Pop**_  
_**And Tiny Girl and Spidey.**_

_**But do you recallllll**_

_**The Most easily forgotten Redacted of all?**_

_**Hank Pym, the shrinking man**_  
_**Had a very shiny costume**_  
_**And if you ever saw it**_  
_**You'd say it'd pair well with DOOM's.**_

_**All of the other scientists**_  
_**Used to laugh and call him lame**_  
_**They'd never suspect crazy Pym**_  
_**Has them under his peace ray's aim**_

_**Then one Foggy Christmas Eve**_  
_**Santa came to say**_  
_**"Hank Pym with your mind so bright**_  
_**Won't you save Christmas Tonight?"**_

_**Then all the citizens loved him (maybe?)**_  
_**And they all shouted out with glee(?),**_  
_**"Hank Pym the crazy scientist**_  
_**"You'll go down in history!"**_

_**Hey there all you happy people, eagerly awaiting Christmas. It's me, your host, Wade Wilson. I'd like to remind you to call my number at the bottom of the screen if you ever need my services. I do anything- from painting your house to assassinating people (at my discretion)**_

_**But, more importantly, much like massacring that Christmas Classic, is the story that I'm here to tell you tonight. It's a story about a crazy man who will probably cause all of our horrible deaths. Well, all of YOUR horrible deaths, anyway.**_

_**That's right- Tonight's about Hank Pym.**_

**_But, you know, he wasn't always the cheerful man you know today. No, about five years ago he was quite insecure and made lists of revenge all the time. Let's start by using the Ghost of Christmas Past's powers, who I stole from the next set over, to see how he became the man he did._**

_**But, if you don't want that we could just start into tonight's story and say damn the back story, too. So, voter's decide for Tonight's Christmas Special's plot!**_

_**Hey. Wait. What are you guys-**_

*CLICK*

"-And he only paused a moment when  
he heard him holler "Stop!"  
For Frosty the snow man  
had to hurry on his way  
But he waved goodbye saying  
"Don't you cry  
I'll be back again some day  
" thumpity thump thump  
thumpity thump thump  
Look at Frosty go  
thumpity thump thump  
thumpity thump thump  
Over the hills of snow"

The girl, in a brown outfit finishes her Christmas carol, along with the Squirrel on her shoulder. This girl is not any average girl for she is in fact Squirrel Girl, armed with a Santa Hat and Christmas cheer! Smiling at the camera she waves cheerfully.

"Hey there, boys and girls! I hope you enjoyed my caroling so far. Now next Monkey Joe and I-"

_**CHANNEL FIVE, HERE I COME!**_

She pauses as you see a figure barrel onto the stage. Dressed in red and black, along with a Santa hat and coat, Deadpool triumphantly jumps and lands in next to Squirrel Girl.

_**Can't Escape me so easily, television audience! We're not done here-**_

He pauses and looks over the girl he's next to before pointing as she mirrors the action.

_**You again?!**_  
"You Again?!"

Deadpool pulls on his jacket and points towards the camera.

**_This audience is mine. I was greenlit for a Christmas Special, and by god they're going to have to put up with me until I tell them about Hank Pym's Christmas._**

Squirrel Girl face palms before letting out a sigh. Monkey Joe mimics her actions.

"At least you're wearing pants…"

She pauses and looks at Deadpool. "They did what? Hank Pym's one of the nicest guys I know! That's not very nice."

Crossing her arms over her chest, Squirrel Girl looks at the camera. "Hey, this guy might be a jerk, but you should at least listen to him on Christmas. It's the one time of year you're supposed to have good will in your heart towards your fellow man, even if he barely counts, and that means you have to put up with him for tonight."

She pauses as the squirrel on her shoulder cracks its knuckles as she gives a very flat look at the cameras.

"Or else Monkey Joe will come for you. He'll know if you change channels."

Clapping her hands she smiles sweetly. "So, let's all get along and have a very Hank Pym-y Christmas!"

The lights begin to fade as the ghost Deadpool dragged in groans in agony. The two of them quietly exchange commentary, barely audible as the screen transitions.

_**Mutant**_  
"Monster."  
_**You know, Spider-man's taken- and he won't have any interest in you anyway. Freak.**_  
"I-I wasn't interested anyway. Besides, at least people can look at me without vomiting."  
_**You sure stare a lot for someone not interested.**_  
"And you don't?"

* * *

**CHRISTMAS EVE, 2008**

* * *

There's a party going on, many notable up and coming scientists have been invited. Most notably, Tony Stark is attending. The van Dyne Manor is the location at which this is taking place.

But, tonight's about not about him, though it only could have happened thanks to his caustic wit.

For, in the basement, a student of Vernon van Dyne is working, the methodical, repetitive sounds of machines overpowering the background of the party.

Tonight, Hank Pym is working.

Not for the sake of science. Not for the sake of learning.

No, he is working for revenge. Pulling out a part of a toaster he's opened he wires it into another contraption as he looks at an image of Tesla's 'peace ray' before continuing.

To the side, in the rubbish bin, is a silvered helmet that reminds one of an Ant's head. Muttering under his breath, Hank Pym pauses to look at the list next to the peace ray picture. "THE LIST"

So far, there's one name on it. Tony Stark.

Glancing sadly at the helmet one last time, he pauses as he sees a girl standing there hodling the helmet and looking it over.

"Excuse me, what are you doing in my lab?"

The girl glances over at him and smiles. "Well, I saw you show off this thing to Tony Stark, and I saw what happened, so I thought I'd see if you were okay. Are you?"

Snorting, he turns back to his work. "I'm fine. Or, I will be, once I'm done with this."

Setting down the helmet on the desk, the girl leans over as she lets out a gasp. "Hey, I recognize that. You're building Tesla's deathray!

"…why are you building a deathray?"

Hank, not pausing to respond, begins soldering one piece to another. "I'm not building a deathray. I'm building a peace ray. To give me piece of mind."

He glares at the list, again. Pausing, he looks back over. "That doesn't answer why you're in here, though."

The girl smiles. "Well, that's because I live here- I'm Janet van Dyne. You're in my house, after all. So, how does it work?"

Hank sets down his tools and looks over at her. "How does what work?"

"The Helmet, of course."

"It doesn't matter, it's stupid anyway."

Hank looks over at the helmet and picks it up before he tosses it towards the rubbish bin before she catches it and sets it back down, huffing. "Hey- why are you doing that?! You can't say it's rubbish!"

Crossing his arms, Hank turns off his tools and leans against the desk, arms crossed. "Tell that to Tony Stark and everyone else up there."

He flinches as Janet flicks him on the nose. "Hey, none of that attitude! Besides, I don't have to- you put time and effort into making it right? That makes it something worth appreciating. Besides, talking to ants sounds cool."

Shaking his head, he turns back around, a much less harsh expression on his face as he waves her off. "Take it if you like it then. I'm busy."

"Hey, don't say that- it's Christmas Eve- you shouldn't be inside and alone on Christmas Eve!"

"Well, that's nice of you to say, but I'm fine. I'm used to it."

He pauses as Janet grins at him, tugging on his arm with surprising strength. "Hey- do you want to build a snowman?"

_**You see that annoying girl? That one there? Well, expect to see more of her. She doesn't go away. Man, I wish he'd just built that deathray.**_

"Hush, we're heading to the present already. Let's see what he's been up to in five years."

* * *

_**YOU ARE NOW HANK PYM**_

* * *

It's been five years since that Christmas, and it is once more Christmas eve. You're no longer working under Vernon van Dyne, and as such, you're in your lab that also is your apartment in New York.

That isn't to say that Janet still doesn't bother you. Because she does, a lot.

But you've been doing the best you can with what you've got, and its nice to have company, anyway. She's like an annoying little sister.

You've been working discovering a new particle you refer to as 'Pym Particles' depending on how they're used, they can make things grow of shrink. But you haven't yet fully figured out how to safely use them.

You're currently drinking a cup of hot chocolate- four marshmallows, not three, not five. Four- trying to decide what to do for the evening. As far as you know, Janet is going to the movies with someone.

You've been toying with some ideas on things to do for the evening.

You probably shouldn't work on anything tonight-you DID promise, after all. And dealing with Janet after breaking a promise isn't fun. She commanded the ants to torment you last time. For a week.

Still, you should do something today- you've got superheroes on the brain- Spider-man and Scarlet Spider here in new York, though the latter doesn't show up too often, really- and Iron Man in California. If Tony Stark can be a super-hero, so can you! Besides, then you might be able to ask Spider-man about his webbing- it always dissolves before you can get a sample.

And you could snoop on Janet, but you might discover what gift she got you, which would upset her. After all you wouldn't want her to find out what gift you got her…

You did, right?

Surely, you must have…

PANIC! PANIC!

You look outside, seeing crowded streets as you throw your coat on and head into the storm of madness that is Christmas Eve shoppers in New York City. And it's evening- shops will be closing very soon

What should you get Janet? Some expensive? Something girl-y? Something science-y?

"Excuse me, son, may I have a moment?"

There's one of those annoying bell-ringing street-side Santas talking to you- likely asking you to donate to something.

You pause as the gears in your head turn. This guy is a Santa- he'll know something about gifts, surely.

"Perfect! You're a Santa, you'd know. What kind of gifts do girls like? Jan didn't appreciate the automatic make-up applier I got her for her birthday."

Yeah… that's also why you aren't allowed to work on Christmas Eve again. There was also that time she caught you trying to make that weather controller, too, because the snow was interfering with a delivery to your house…

The Santa is caught a bit off guard before he recovers.

"That isn't important now- I need your help! Without your aid, Christmas is doomed. Doomed I say!"

You pause and look at the man- he's ragged looking and you don't see any of those money collectors, or even a bell. This might just be a hobo. Besides- Janet's very important- you'd hate to see her face if you told her that you forgot to get a her a present!

You glance at your watch- it's still a distance to get to the shops.

"Look, I've got to get a present for my friend before the shops close, but I'm willing to listen to you, you'll just have to walk with me as I go."

The old man pauses and looks at you. "You'll listen?"

You nod as you start walking, him keeping pace. "Yeah, but I will need some advice for a gift, though."

The old man clears his throat. "Well, alright, but let me begin- the other Christmas holiday celebrities are trying to kill me off. Frosty's got the north pole on lock down and I think the Snow Queen's working with him, but Old Man Winter is thankfully staying out of it. Still, my Reindeer can't take of with the blizzard that's currently ongoing thanks to Jack Frost nipping at our heels. Thankfully, the elves and Mrs Claus are safe in my workshop for now."

The old man grimaces and rubs his hands together. "and if I don't go, Krampus will take back over. And nobody wants that. So, I need you to assemble heroes tonight to fight for Christmas- I can get you anywhere you need to go in time, but I cannot do it alone, my Christmas Magics have been too greatly weakened."

You get off the train to see that it's a madman's zone as people rush from store to store to buy presents as you listen to the old man finish his story.

Magic? Jack Frost? The Snow Queen? This man is actually THE Santa?

Hmm

"So you're saying you could take me to Spider-man or Scarlet Spider or Tony Stark's house, then?"

The old man strokes his beard. "Well, not Spider-man or Scarlet Spider- without you telling me their real names, I cannot transport you to their domicile's front door. Tony Stark is doable, though. I could do it right now."

You raise an eyebrow. "One moment, please."

Pulling out your cellphone, you call Janet- she's warned you about things like this.

"Hello, Janet? I need your help."

You hear her on the phone, she sounds a bit wary. "Sure, Hank What is it?"

You quickly explain the situation as she lets out a sigh. "It's probably a drunk, but I'm currently out, I'll get the address of where I'm at- if he's legitimate, he'll take you there with his 'magic' if not- then be careful that he doesn't try to attack you and get home."

Writing down the address, you wish her a merry Christmas and hang up. Turning to the old man, you hand him the address before pausing. "You're Santa, so… have I been naughty or nice?"

He raises a cheerful eyebrow. "I think we both know that answer."

Clearing your throat, you hand him the address- "I hate to be the guy to be a pessimist, but my friend Janet says I need to prove that you're real. You said you can go to any address, right? So, here's where she's currently at."

Pulling you into an alley, you tense before a touch of his nose, and a wink of his eye, the two of you are in a completely different alley, across the street is the store Janet mentioned. Turning to the old man, you grab him by the shoulder you give him a manic smile- "I have to understand the physics and method behind what you just did."

Santa just chuckles with a stomach that's like a bowl full of Jelly. "Hohoho, Hank, m'boy, its holiday magic."

Heading towards the alley's exit, you grin triumphantly. "There's no such thing as magic- just science I haven't figured out yet."

A moment later, a very nervous Janet is introduced to Santa. "..and you're sure?"

You nod with a smile. "Absolutely."

Santa lets out a thoughtful rumble. "So, Hank- is there anyone you can think of that help us?"

You grimace as a name comes to mind. Moments later, you're knocking on the door of Tony Stark's house. Opening the door is a very surprised looking Stark, before his eyes narrow.

"Hey, Tony- you might not remember me, but-"

"Who are you and how did find out where I live?"

Clearing your throat you give a big smile. "That's not important, right now I need you to help join my group to Save Christmas."

He stare as you and steps back- looking like he's going to let you in and lets you step forward, before he slams the door in your face. Falling back, clutching at your nose, you hear the door dead bolting as a voice speaks over an intercom.

"Please leave the property immediately. Or else Mister Stark will have no choice but to eject you from his property."

Glancing at Janice and Santa, you three run- five minutes later, you're back in NYC as you let out a sigh and massage your nose, doodling into a napkin out of Janice's sight. You pause as you see a shadow overhead. In red and blue- you see Spider-man swing close overhead- he might be able to hear you. Standing up, you cup your hands around your mouth.

"Spider-man! Hey, Spider-man! I'd like you to join my group I'm assem-"

You watch him swing away out of sight without even pausing. Sighing you sit back down. "Well, at least he didn't slam a door in my face like Tony Stark did."

You smile as you look at Janet. "Don't worry Janet, even if it's just you and me, We'll save Christmas!"

And then you notice her holding you napkin doodles, which is no longer next to you. "Hank- what have I told you about deathrays?"

Freezing, you're saved by Santa clearing his throat. "Time's coming to a draw. Is there no-one else you can think of to help?"

You think and mentally assemble a list. "First off- Reed Richards."

Santa nods and with a touch of his nose and a wink of his eye- you're in an alley across from the Baxter Building- which in contrast to the busy streets is dead and isolated looking- the quarantine is still in effect and the doors are locked. You won't be getting Reed Richard's help tonight.

Shame, he would probably have been useful. But- he did have a rival!

"Victor Von Doom, please?"

The three of you are in front of a large castle- there's a sign on the door- DO NOT DISTURB. VIOLATORS WILL NOT LIVE TO MAKE THE SAME MISTAKE TWICE.

You grimace and remember what you know about Latveria- …yeah. No, you'd rather not die tonight. And besides that- there's no chance anyone would even let you see DOOM if he's in this big castle. Janet is also giving the place a nervous look.

"Hank… I think we should go."

You nod. Well, if Santa Claus is real…

"Can you take us to Stephen Strange's home, please?"

You're transported to a two story home in… hey, you know this place! It's Greenwich Village. You've been here before- heading on up, you knock on the door and wait. Eventually an Asian man opens the door. "Yes? May I ask what your business is?"

Clearing your throat, you smile. "I was wondering if Doctor Strange was in?"

The man's eyes narrow. "I don't know how you found this address, but he is currently out on urgent business- if you give me your name and number, I will have him get back to you the moment he is available."

Getting the doorman's name, Wong, you give him your cellphone number and name and walk away. Looking up as you walk away, you swear you see a figure looking down at you from the upper floors, but glancing again, there's nobody there. Letting out a dejected sigh- you head over to Santa.

"I'm out of people I know- unless someone like Captain America- Steve Rogers, that is- actually existed-"

And with a touch of his nose and a wink of his eye, you're in the middle of an artic tundra- a large glacier of ice in front of you. In the middle of it- there's a man, frozen in ice. He wears a distinctive and familiar Uniform.

Frozen in ice, Captain America lies (stands?) before you. Janet's eyes widen in shock as she looks around. "Holy Shit!"

Glancing around- you see that you're in the middle of the artic- snow and ice are everywhere, but none of it seems to be currently affecting you. Santa gestures- "There he is, this has been his home for a long time. Though, I don't know how much help he could be."

Janet leans closer and touches the ice. "He's perfectly preserved, too. Trapped in the ice for almost a century. Hank do you realize what this means?!"

"Yeah. I do."

It doesn't take long thanks to Santa's elves being summoned to get Captain America's ice block cut out. But, as you vanish, you hear a scream of rage as you take Captain America with you. Moments later, you're in a workshop which begins to be modularly moved around to resemble your lab and hospital- a trip to and from your lab gets you equipment you need.

Fortunately, as your Pym particles caused you to need to try to understand the human body as best and thoroughly as you can, it means you're going to try and see if the 'super soldier' can be revived. Thawing him out, you take his pulse as a precaution- he's likely dead but-

Glacial and slow, you feel a slow pulse- like Captain America's still alive. Checking again, you feel it. Yeah- there's a pulse. Captain America, somehow is still alive. The elves, quick to make what you need make a brain scan device- and much to your surprise, it seems like the scans of a healthy sleeping human male.

Getting some elves to keep an eye on him and alert you of any changes- you head over to Santa while Janet is currently doing her best not to freak out. You see old Saint Nick rather worried- and it seems for good reason.

Apparently removing Captain America pissed off the Ice Queen, who is now moving to attack, along with Jack Frost and Frosty- and a LOT of snow. Santa has to rest himself- Krampus is likely to show and try to destroy the sled, so he needs to be able to beat him.

You, Janet, and if he's awake and able to help, Captain America will need to defeat the Ice Queen, Jack Frost, and Frosty. Seems like the more snow, the more Frosty can do, the Ice Queen's actually pretty fragile if you can get up close, and Jack Frost is a monster that's rather strong.

* * *

Next: _**Christmas Special #2**_

_**To Be Continued...**_

* * *

_**Please Review**_


	37. Hard Driving Questions

**CHAPTER 37**

**Hard Driving Questions**

* * *

You look up at the knowing look of Norman before passing the paper to Gwen, who has a similar reaction, before she hands it to Norman. "Now- as to how he has the calculations- Stark doesn't often overindulge, but he's more than once drunkenly bragged about the AI he's made- that could do the calculations just fine, I presume."

He pats his pocket with the picture. "But how did he miniaturize it? Do you have any ideas?"

You look at the people surrounding you and give a guilty grin. "Well, I hate to interrupt, but it is Thanksgiving, this might not be the best time to talk about this, Norman."

Norman Osborn pauses for a moment, then awkwardly clears his throat, seemingly embarrassed. "Ah. Right you are. My apologies. If you ever would like to talk further, you may always stop by Oscorp- I'm sure I'll be able to spare time to talk with someone as bright as you."

However, you've spent a decent amount talking and dinner's just about wound up. Eddie, Harry and Norman are the first to leave- Norman and Harry for time concerns, and Eddie's feeling a bit unwell. However, it seems like the Stacy family and the Watson family are likely to stay over for a little while longer- the Watsons only live next door, after all, and Captain Stacy wants to catch up with your uncle.

You sit on the couch next to Felicia and Stella and talk- Uncle Ben and Captain Stacy are sitting around, talking about old hijacks they used to get up to all the time, their faces both a bit flushed. Meanwhile, your aunt and Anna Watson are dealing with the leftovers, dividing them up between the two households. There's going to be thanksgiving leftovers to feast upon.

Nearby, Gwen's trying to strike up, and failing, conversations with Mary Jane. To your side, Stella looks like she's about to enter a food coma, with a satisfied smile on her face. On your other side, Felicia's looking around and at you with a smile that seems somehow melancholic.

You look over at Felicia, looking slightly concerned as you lower your voice. "Something on your mind?"

Felicia looks over at you as you see any signs of sadness on her face vanish as she shakes her head. "Hmm? No, nothing. Just thinking. Thanks for asking though. I'll see if your aunt needs any help."

She stands up and heads towards the kitchen as you watch her go. You feel Stella's head slump against your shoulder as you look over at Captain Stacy.

"Excuse me, Mister Stacy, but-"

He raises an eyebrow. "Please, Peter. You call Norman Osborn by name and he's someone you're less acquainted with than I am. Call me George. Now, what's up?"

Slightly, embarrassed, you chuckle nervously. "Well, I was curious what's the current news on that Sandman crime wave, if you don't mind?"

Some of his cheer drops as he lets out a sigh. "Alright, but this doesn't leave this room. The guy's not hurt anyone and he's only taken money, without being caught. We'd have thought it was the Black Cat, but the lack of calling cards and theatrics, and the presence of sand seems to indicate someone else, perhaps someone inspired?"

He shakes his head. "Regardless, we don't know who he is, which is only making things worse. If we hadn't gotten that Goblin, I'd hate to see how badly those suits-"

He clears his throat. "Never mind that. Why don't you all go and hang out, let you teenagers have fun without humoring us old people? We'll keep an eye on the kiddo."

You glance at the others in the room, who shrug. "The porch?"

It's as good of an idea as any other, so you find yourself with Mary Jane and Gwen on the porch, in the chilly night air. You all put on your coats, but there's an awkward silence as you sit there with the two of them. Mary Jane looks like she wants to hide inside her coat like a turtle, while Gwen seems more than slightly uncomfortable.

Felicia had gone to help out your Aunt and Anna Watson, so you told you uncle and George Stacy to tell her where you were when she was done.

"Soooooooooooooooooooooooooooooooooooooo-"

You try to think of something to say to avoid that horrible awkward silence. "How did you two enjoy having a Parker Thanksgiving?"

Mary Jane glances at you, then her arm, when away, shrugging. "….slright."

Gwen notices but doesn't say anything. "It wasn't bad. Talking with Norman Osborn was a bit awkward, but the worst part was how Harry seems to be occasionally growing more and more irate as the night passed. I thought he was a nice enough guy, but I guess you can't go by impressions."

You grimace slightly as Gwen lets out a groan. "Sorry, Peter."

You shake your head. "No, there's nothing anyone here needs to apologize for. Harry's turned into a total jerk. So, I'd probably advise against that offer you got, Gwen. All things considered."

She nods, her face rather serious as she rubs the back of her hand, which you recall as the one she was bitten by the spider on.

"Yeah."

There's a part of you that wants to defend your friend, but you stomp it down, considering what he said about the people that you're with right now.

You look over at Mary Jane. "I don't think I ever asked, but what kinds of things do you do with Stella when she's over at your house? What sort of things does she like?"

Mary Jane blinks at you, staring curiously as you see her eyes become less guarded and a small smile crosses her lips. "We play a lot of things that are co-operative, such as party games or fighting games, or the old team sidescrollers. We also watch some anime here and there, too."

Hey voice is still the scratchy voice, but she doesn't seem to have the hesitancy to talk about her spending time with Stella. You nod and smile. "I appreciate you spending time with Stella, she seems to really enjoy it."

Mary Jane embarrassedly nods and smiles, a pleased look on her face. Your brotherly concerns out of the way, you spend some time discussing science-y stuff with Gwen. Gwen seems rather impressed with how you've branched out your learning as she corrects you on a few mistakes you make concerning biology.

Time passes as Mary Jane, occasionally buts in to ask about something that sounds familiar to her as the two of you explain it to her as best as you can, but eventually the cold seems to start to bother you three as it gets later into the night.

The three of you head inside as you go looking for Felicia- heading into the Kitchen, you see Aunt May and Anna Watson sitting at the small table talking. "Hey, Aunt May? Where's Felicia?"

Your Aunt pauses, her eyebrows furrowed. "She received a call from her father before heading out a while ago. I thought you knew."

You grimace and shrug. "She might not have wanted to bother Stella, who was falling asleep."

Aunt May nods her head slightly as you head out of the kitchen. Captain Stacy and Gwen seem to be getting ready to go- they walked here, so it shouldn't be too hard for her to get him home.

You wait for everyone head out before heading down to the basement. The first thing you do is call Felicia's phone, but it automatically goes to voicemail, it's probably turned off.

You sit down at the computer and look at the hiding spot.

You muse to yourself that you're glad you left a message to Felicia thanking her for coming tonight.

You'll wait until everyone's asleep before pulling out the hard drive. Right now you'll work on the idea of grappling gauntlets for Felicia. You spend the time working on how to make such a device work, and by the end, you think you've got the math behind it right theoretically. You'd have to build and prototype to be sure.

However, as the clock strikes one, you pull out the hard drive.

There's numerous files, and a great many of them are video files left by your father.

You root through the videos looking for the one that was the first recorded message. As you do so, your growing aptitude at computers makes you notice something. Partially, this seems to be a safety function, but there's… something off about this hard drive as you root through its files.

It's almost like somebody messed with it.

However, you take your time as you find the first file on the hard drive. Opening it, you get an error filled video- it skips and cuts and refuses to play after the first half.

"My name is Ri- -er. I'm leaving this video di-look back upon as well as for you- -ter. I'd also like it to serve as evidence, if ever necessary for my work with-"

The rest of it is too badly damaged to play.

There, however, seems to be a very similar file to this one uploaded later.

"My name is Richard Parker, I'm leaving this video diary to one day look back upon, and in case something happens to me, it will work as well as for you to learn what happened to me, Peter. I'd like it to serve as evidence, if ever necessary, for my work with .Norman Osborn."

You manage to find one partially deleted file and open it, but all you get is half a second of your father holding some sort of weapon over his head and swinging it down at something that might be gray before cutting of in static.

The next closest video would be that of your father Richard parker sitting on a stool staring at a camera. It's doctored, too, most likely, considering that the time and date are gone, but he seems to have seen better days- he's unshaved and his white button-up shirt is undone, revealing a stained undershirt.

He also looks like he hasn't been sleeping well.

"The first recorded mention of cancer came around 1600B.C. Egypt. A lot of people don't know that. They think cancer came along with cigarettes and food preservatives. They think we brought cancer on ourselves as a plague… a plague of modern society."

He shakes his head, rubbing at his eyes. "But it's always been there since men first figured out to poke and prod itself- it's been there. Then you skip ahead to Greece and Rome; sure the great doctors Hippocrates and Galen lifted their ideas of medicine from magic and superstitious gobbity goo.

"But Hippocrates named it.

"'Cancer' as 'karkinoma' because to him a tumor looked like a 'crab,' karkinoma being the greek word for crab or so the textbooks tell me.

"Karkinoma."

Your father shrug, almost amused.

"And slowly but surely we got a better understanding of human anatomy. Then better technology- better microscopes, then comes a better understanding of cell culture, chemical carcinogens, diagnostic techniques, chemotherapy… and boom! Oncology is science. And when I was a kid, you go cancer, you… you died. Now? Now you have a fighting chance."

You father snorts, looking angry and defeated and miserable.

"But for me, it's not good enough. It is not a battle won. I want cancer /gone/. When I was a kid, I watched my bull of a father wither away in front of my eyes and I had no idea why. Now all I want to do before I die- is to make sure no other kid has to see what I saw. I never want to watch another boy watch his father die and not understand why."

There's moments as your father ours himself a drink as you reflect at situation- you're not sure if you want to laugh or cry. So- you do both. Eventually, he composes himself enough to continue.

"With our invention- the suit- we were treading ground no one had come /near/ before. Not the Starks. Not Reed Richard. Not Erskine. Not -

"And it blew up in our face. Even before all of these… problems that drowned us. It failed.

"/I/ failed.

Your father shrugs as he downs the glass as he looks at the camera.

"'The suit' was our shot, kiddo. We thought we cured it. On paper- it was there. We were thinking so outside the box, Carl and I. And it felt good. It didn't feel like we were failing, it felt right. And I think by the time you watch this video, you'll know exactly what I'm talking about when I say it felt right. Sometimes, even when you're in the act of trying something, you know deep down you're going to fail.

"But you go ahead anyway.

He shrugs again. "But this wasn't that. This felt right. I don't know- talk to me in ten years- - maybe something good has come out of it and I'll have a different perspective. I'll be sitting here watching this tape with you and I'll be laughing it up like no one's business. But right now, today, it stings.

"Today, I am sure that somewhere up in Greco/Roman heaven, the great doctors Hippocrates and Gaien are looking down at me and laughing their superstitious faces off."

You father laughs, bitterly and sarcastically before he goes and throws away the alcohol. He sit there and sobs for a while. It's painful to see this man, your father, break down like this. Eventually he wipes his eyes and takes a deep breath, staring at the camera.

"Oh, Peter… I have all these things in my head, things I want to say... Things I think as your father you'll need to hear. You're going to find that there are a lot of people in this world, people who you are going to look at and say; 'why is this person like this? Why did this person do that to themselves?'"

He shakes his head. "And I swear to you, if you stare at them for fifty years, you'll never understand why they are the way they are. I have people like that in my life, people who are their own worst enemy. And instead of dealing with it, coming to terms with it, all they do is lash out at /you. /

"/blame/ you for their own problems, for their own... Whatever. Don't let them, Peter.

Don't let other people blame you for what they do to themselves. I feel as your father that I have to warn you of the chaotic mess you are growing into. And it is, it's a mess. People everywhere reacting without thinking. Lashing out. They don't even know why.

"Everyone trying to be more than they are, which would be fine if they actually /earned/ it, but more and more it isn't the case. And that's why drives me nuts. I find myself /surrounded/ by people who will /do/ or /say/ anything for the appearance that they are better than they are. More than they are. Never for a second do they actually /try/ to be better. They just want to /appear/ better. They want to be special without going through the trouble of actually earning it."

Richard Parker leans in, hands folded. "And if you have millions of people running around like this, well, then what do you have? What kind of world is that? I just see the future. I see greed swallowing medical advancements. I see the grandstanding and I just... Augh! Oh, listen to me go on about how the world works."

He leans back, a defeated smile on his face. "If I knew how the world worked I'd be in my lab with a cure for cancer instead of sitting here whining in front of a video camera. I would have my project. I would have-. I can't help it. It's been a rough year, Peter. Tomorrow, I'm going to talk things out with Norman one last time and sort things out once and for all."

Your father smiles at the camera. "But I tell you, no matter how crappy things got with this whole mess, I found myself not really /caring/ all that much. Because, at the end of the day, bottom line, no matter how bad my day is? I get to come home and see you. I get to watch you grow up. So, how bad can my day be?

"Just knowing I get to watch you become the man I know you will grow up to be. All this other stuff, it doesn't matter. All that matters to me is you, Peter. And I can't wait to see how you turned out."

The video ends.

You clean up the computer room and hide everything away again, feeling drained and tired.

You head upstairs and head to bed, trying your best not to cry.

It doesn't help.

You don't dream.

Is that a blessing, or a curse?

_**End**_  
_**To be Continued**_

* * *

_**Please Review**_

* * *

**Christmas Special #2** (scroll the bottom of the last chapter to read the 1st)

* * *

**A Very Pym Christmas: Conclusion**

* * *

In the studio, a very disheveled Deadpool and Squirrel girl stand. The camera's flickering and the set is in ruins, with snow and claw marks everywhere.

_**Now Sorry about that, everybody. We had a few issues due to a polar vortex and these ghost coming to haunt us.**_  
"You. They came to haunt YOU."  
_**REGARDLESS, I'm bored with Pym. I'm going to Hero Quest. They'll appreciate me more.**_  
"Oh, hell no- you're not, they don't need that misfortune! Hey, folks, here's the finale of a Very Pym Christmas. Be sure to watch!"

A squirrel pops up and chatters. Monkey Joe Says: "I know where you live, folks. You're off panel, too."

* * *

_**CHRISTMAS**_

* * *

The first thing you focus on is that there's FLAMETHOWERS to be made! Writing up rudimentary blueprints, you hand them off to elves, who hesitantly begin working- singing uncertainly with whispers as they go. Hmm, strange.

REGARDLESS, you need to work on other things, such as getting Captain America back into action. And there's only one person to do that!

"No."

You stare at Janet, who looks more than a bit irritated. "C'mon, please?!"

"No."

You glance at the Awake Captain America, who seems off in his own world before turning back. "Look, Janet. I know that you're the best person for the job. You can do anything if you put your mind to it! Look- you stopped me from building a peace ray and taking out Tony Stark. Not many people could do that."

Stopping, your rub the back of your neck. "And I'm not really a good people person. I need your help, Janet."

She stares at you before raising a finger. "Fine. But you'll have to make this up to me. You owe me a favor that will be cashed in at my say-so, whenever I say."

"Deal."

She's off to get America's greatest hero back into shape and you're off to finish one last thing- cold weather gear's been perfected by Elven science, so that just leaves your ace in the hole.

If you can get it to work.

Regardless, soon you're standing, flamethrower in hand with SUPER-UV light cannons on your shoulders, as are an army of elves. Janet stays back while Captain America stands around awkwardly, though he seems to be willing to cooperate.

And then the snow appears like a tsunami as you feel the wind buffet you like a typhoon.

Pointing forward, you and the elves wait until get into rage until turning on your flamethrowers and UV-lamps to melt the snow. As it hits, you hear the countless screams of a thousand voices as the snow melts.

However- things aren't that easy. They never are. The tide abates as it sinks down before a veritable army of snowmen march upon your position. However, the elves are numerous as they form a line, waiting for the approach of the snowmen.

However, the snowmen pause, just out of flamethrower range as they grab stick arms and eyes and start throwing them, along with countless dangerously sharp hats at the elves. The elves, to their credit, act with the utmost precision and avoid any real losses from the snowmen's attacks. Behind, with some binoculars, you can see that there's a woman and a monster standing at the back of the lines- the monster's beginning to advance forward- Jack Frost, it would seem.

You order the elves to maintain to position as you retreat to stand next to Captain America. "Sir, do you have any suggestions?"

Captain America crosses his arms and surveys the battlefield. "We can only last so long like this. If there's a commander, they'll figure out a maneuver to circumvent this coon enough. You need to take out command if you want a victory against this… snow horde. Wait- what's happening?!"

You turn as you see that the elves are pausing as they survey the snowmen- who seem to be grabbing others of their rank- before they start throwing them at the elves as projectiles. The elves aim upwards and try to keep the projectiles from hitting, but they're getting soaked from the melted snowmen and the grounded snowmen are able to advance, Jack Frost amongst their ranks.

The Snow Queen maintains her position at the rear of the enemy army.

You watch the elves grow more and more distraught. You glance over at the living legend next to you. "Hey- I'm.. I'm not good with dealing with people. I- I need your help- these elves won't stand and fight if it's just me-"

You feel a strong hand on your shoulder as you see America's legendary hero smile at you. "Son, if you don't believe in yourself, how can your soldiers?"

Letting go, he steps forward to the front of the line and clears his throat. "The future of Christmas rests on your shoulders, tonight. But, if that different than any other year? Christmas is a special, magical time that inspires the best in us- that's because it holds the ideal of being a better, more giving person, together with your loved ones."

Hefting his shield he looks from side to side.

"And it is thanks to each and every one of you that this remains a fact today. So, I plan to make one last charge, alongside each and every one of you unnamed heroes. So long as I draw breath, I won't let them succeed. Are you with me?!"

The elves leet out a roar of cheer as they charge alongside Captain America- there's a bit of surprise on the opponent's ends as you watch carefully as a outline appears along the ground starting from where the Snow Queen stands.

"Look out, TheSnow Queen's up to something!"

You call out and the elves acknowledge, setting their flamethrowers to the ground- countering the icy-trap of the Snow Queen as they continue to advance as snowmen and elves begin to reach short range fighting.

Glancing down, you scowl. You're not just going to stay at the sidelines. You have a holiday to save. Not Tony Stark. Not Reed Richards.

You.

HENRY PYM.

Charging, you jump into the fray, throwing napalm bombs shaped like ants at snowmen while decking them- you lose the UV-lamps but you manage to keep your flamethrower. An army of snowmen stood in your way.

Now there's an opening.

Charging, you spray down each and every snowman that tries to get in your way, before finally you reach the snow Queen, only to be stopped by a wall of ice rising to block your path.

From behind the clear wall, you see the woman- beautiful and unearthly- scowl at you. "YOU. It is your fault!"

You jump out of the way as spikes of ice rise from where you're standing as you try to circle around her, only for the wall and spikes to follow you. Seems like she's put her whole focus on eliminating you.

Your flamethrower and napalm ants are doing the job of driving her back quite admirably, though- you see her growing more and more distressed as her defenses crumble until she collapses and stares at you in incoherent fury.

"YOU. Stop ruining everything! I don't care about Christmas Anymore- you took what was mine! I'll crush you to death! FROSTY!"

Snow forms around her walls as the snowman collapse as a giant titan of snow forms with her on it's 'hat.' Frosty the Snow Titan roars as its footsteps cause the ground beneath you shakes.

The foot of the titan comes down to crush you as a flash fo red come from the side- two elves grab you and drag you to safety- with their opponents gone, they're quick on the mark to get you to safety. Captain America's still fighting with Jack Frost, but it seems to be a deadlock- Captain America's shield is able to block any blow sent his way.

The elves look a bit panicked. "…What do we do? We can't match that!"

You pat one of them on the head as you step forward. The Snow Titan is ahead. "Leave this one to me."

You glance back at the elves. "You might want to get a bit of distance though."

They quickly clear off as you take off your coat and hat to reveal your red suit underneath. Everything has led to this moment!

Turning the dial, you see red particles start to surround you. Feeling a bit of pressure you breath and step forward until you grow larger and larger- until you reach your body's limit. You're not as big as the snow titan as you come up to its chest, but this is the most your body can do without succumbing. And even then, you don't have long.

You're a giant of a man fighting a giant Frosty the Snowman.

And his weakness was his hat.

You've been in a number of brawls. This is the first time with a snowman, but this is still a brawl. And you have the time of your life in a brawl.

Charging forward, you slam you shoulder into its chest and knock it back before kicking its leg out. As it goes- you slam both fists into the hat- as it… shatters?

As does the Snow Queen on the exterior- as the mass of snow begins to reform in a swirl of snow and magic.

The Frosty beast roars as it reforms- smaller than before- with a transparent hat this time. Inside, you see that there's the Snow Queen, holding a small black hat in her arms.

Seems like that's the main control hat. You'll need to take it out to stop Frosty. Or you could potentially wear it out. The titan's as big as you are now- a few more takedowns could make it much more manageable.

But you don't know how long you'll be able to keep up this size either.

You should be pragmatic about this- even if fighting Frosty sounds fun- you should disable the enemy. As you punch into the icy-hat- it crumbles easily. Suspiciously so as you grasp at where she's at only to find empty air. As you try to remove your hand, the ice from the hat begins to spread along your arm as you feel the chill set in.

With a burst of strength, you pull your arm free, but its cold and hard to move- for all intent and purposes, your arm might be outta the fight. Frosty roars as you see the hat stay broken as you realize what had happened- she used the ice as a mirror!

Ingenious, you have to admit. Still you aren't giving in this easily.

You grimace- this titan is going to be a pain. If only you had a flamethrower.

Wait.

You do totally have a flamethrower!

"PYM SCIENCE IS THE GREATEST SCIENCE IN THE WORLD!"

The fire is let out of your flamethrower as it unleashes an enlarged flame of fire, melting the titan twice as it tries to reform before breaking down. Literally. Molecularly.

You drop it as it self-destructs molecularly.

The titan rises again, but this time it is up to YOUR chest. It seems less thick and more thin and agile. You're also breathing harder, though luckily the heat's thawed your arm some.

You jump and turn the dial- changing from a giant man into a tiny projective- slamming through the ice and into the hat- seeing the Snow Queen, you charge at her, only to hit a glass mirror.

Looking around to try to see her, but she's quickly making the interior into a veritable hall of mirrors.

"I can barely feel where you are. Where are you- No it doesn't matter! I'll kill you myself!"

Her voice is changes from calm, collected, and cautious to crazed and bloodthirsty in a moment's time. There's something wrong with this woman.

You move around, looking for her, but the moment you pause-

"Got you!"

Ice begins to spring up around you into a dome! You can barely move!

The Snow Queen approaches and picks up the ice containing you like you're a snow globe. Up cose, you see her outfit is made out of light whites and blue colors, except for a few lines of dark, almost black, blue that run out from her heart- one of the lines leading up her face, giving the beautiful face the appearance a cracked appearance.

She stares at you before the darker blue seems to 'pulsate' as the crazed look overtakes her- her hand wrapping around the ice as spikes begin to appear on the interior.

"Wait- I want to know one thing first."

She pauses as she looks down at you in curiosity. "Very well. What?"

You think about it. "Why are you doing this?"

Her face turns into that of an ugly scowl as she clutches the ice so tight it begins to crack. "You dare ask that after taking what was MINE?!"

"No. I mean- why I are trying to kill Santa. It doesn't make sense."

She pauses and clutches at her head. "The reason? That is- I-"

She almost drops you as you see the black stripe of ice on her face pulsate and grow as she grabs at her head, stumbling, dropping you. She gets up as you see large portions of her being covered by the black ice, her face more crazed than before.

"..That is irrelevant!"

The spikes begin reform on the glass.

You aren't having any of it, though. You take the moment now that her focus isn't on you and crank your size back to normal. The glass around you shatters as her eyes widen as you stand up.

You don't give her time to recover momentum as you rush her. She might not be in her right mind, but if you don't do something about this, Christmas might be ruined. Good of the many and all that.

Punching her lightly in the stomach, she folds over as you let out a sigh and hit her in a way to try to knock her out without causing her too much pain. She collapses like a puppet as you pick up the hat from the floor nearby as the giant snowman you're on seems to… melt.

There's a hat and the girl- outside, Captain America seems to have defeated Jack Frost just now, standing over its body.

You pick her up, hat in one hand as you hold in a bridal carry. Walking over to Captain America, you let out a thin smile. You notice another figure walking up- he's a bit bruised, but Santa drops a horrid green monster wearing a mockery of his outfit down.

"And there's Krampus."

Santa gives everyone a relived smile. "Hohoho- thank you all ery much for your help. Without you- Christmas might have been ruined. Once we've made sure they aren't a problem, I'll get you all home."

The Hat and three figures lay still until you feel the Snow Queen's form tense in your earns as she starts convulsing as see seems to vomit up something black onto the snow- similar things seem to be happening to the others and from the hat.

The black oozes form into a shape-

You pull Santa back as Captain America jumps back. The Snow Queen is surprising light to hold, so your movement isn't hindered any. The black ooze tries to grab for anything it can reach before curling back into itself as you feel yourself being watch by countless eyes and hated with a thousand mad minds as the black ooze reverts back into an open book that begins burning as a thousand voices scream in madness.

DEATH IS BUT A DOOR

The book burns as a black smoke forms into writhing shapes above it, many of which that hurt to look at.

TIME IS BUT A WINDOW

You feel like you're being intensely scrutinized- like whatever is there is trying to make sure it remembers you- like you did when you bore that grudge against Tony Stark-

I'LL BE BACK

And then the book and presence are gone- like they'd never been there.

"What… exactly was that?"

You glance over but Captain America looks just as dumbfounded. Santa, however, looks much less Jolly. "A thing that was sealed away long ago. I shall not speak its name, but it is a foul book that holds dark powers that twists its owners into something foul."

He brushes himself off. "But now I have to deliver presents. I shall be back soon, hohohowever."

He quickly makes his way off as Janet runs over- elves have already headed your way, giving you new anti-cold gear. Putting them on, you smile at Janet. "Sorry about ruining your Christmas eve."

She looks around and raises an eyebrow. "Please, Hank, I would have had a much more boring one otherwise. Still, it's a shame about Frosty, I would have liked to have met him."

You glance down at the Ice Queen before looking at the hat. "Well, so long as that stuff gone from it, he should be fine now. "

Janet blinks before a smile crosses her face. "Doctor Pym- are you saying what I think you're saying?"

You smile at her before pausing. "One Second- Captain America- would you mind holding her for a moment- Captain America looks a bit awkward before nodding his head. Handing her over, you turn back to Janet and extend the hat to her.

"Ms. Van Dyne, would you like to build a snowman?"

She gives you a brilliant smile as the two of your cheerfully make a snowman together- with twigs for arms, a carrot nose, and two pieces of coal for eyes- before placing the hat down as you see a bit of wing kick up as Frosty's 'eyes' blink as he looks around curiously.

"Merry Christmas! …but how did I get here?"

You let Janet, who pushes you away to talk to Frosty the Snowman, roughly explain things as you head over to Captain America who is still awkwardly holding the sleeping Snow Queen.

You smile at him. "…Thanks for the Help, Captain America. Don't think we could have done it without you."

He nods before handing you back the Snow Queen. "Sorry, but there's a girl I should really meet. I crashed and I'm really thankful, but I'll have to catch a really late date."

You pause. "…There's probably something you should know, Captain. You've been asleep for a while."

He nods. "I figured. How long as it been? A month? Two? Speaking of that- where are you from Doctor Pym? I know someone that's be interested in meeting you."

You grimace. "..I'm bad at this so I'll be straight with you. It's the twenty first century Captain, the year is two thousand thirteen, about to go on fourteen. You've been frozen in ice for about over half a century."

America's greatest hero stares at you confused. "What?"

"I'm sorry, sir. But it's the truth. You've even been written off by the government as a publicity event for war bonds. Nobody even knows you're real anymore."

His smile fades as he collapses to the ground, looking tired and incredulous. "…This is a dream. I'm dying and this is a bad final dream."

You lean down and put a hand on his shoulder. "I'm sorry, but… that's sadly not the case, Captain."

Whatever is about to be said next by either of you is interrupted by the woman in your arms waking up. With a groan, her eyes crack open and she looks upon you and Captain America with confusion, then realization, then horror. Scrambling out of your arms she gets a bit of distance.

"…I'm terribly sorry."

She tucks her white hair behind and ear as she glances at the two of you.

"It's okay. Crazy happens to the best of us... Trust me... You're the Snow Queen, right? The one from the old fairytales? Are you feeling alright?"

She pauses as her pale, almost blue skin flushes. "Ah. Yes. That's what they call me. I should be fine now. Thank you for stopping me."

She glances over at Captain America. "I'm glad to see you were finally Rescued- I did my best to try to keep you safe, over the many years."

His hands clench. "…Why did you save me?"

Her smile dims. "It's because you have the heart of a hero. And the world has too few of those even in my days. I've lived a longer time than you, but I could not bear to see someone who preformed such a noble action to suffer such a sad death."

Captain America clenches his jaw before turning around and walking off toward's Santa's village. She watches him go- she says something- you can barely make it out, with how quiet she's been. "I don't think he'll ever forgive me. But I will bear that burden, amongst my many others."

"And I would say you underestimate his heart, Lady. Right now, he just needs some time alone but don't be a stranger to him."

The Snow Queen gives you a sad smile. "No, it would be best that he doesn't see me again."

You glance over at her. "What did you mean by that earlier anyway?"

The Snow Queen glances over at you as her smile seems to be even more sorrow-filled than before. "I was once a normal girl, sir. You might not believe it, but my hair was the color of straw and my cheeks were as rosy as an apple. But I was given a task and I have fulfilled that task for ages without end, turning into a figure from stories- half remembered and easily forgotten."

She holds her hands out a small box appears in her hands, made out of ice, before it cracks and breaks apart. "Until the end of days, my duty will to stay alone in these frozen lands, living a lonely life to make sure that a certain object does not fall into the wrong hands. So, while I do appreciate the thoughts, It would be for the best."

She looks over as Frosty joins her by her side. "But, I suppose I might have said too much. It matters not. For tonight will be a half-remembered dream, and by morn you shall forget me."

Your eyelids feel heavy as you try to process what she's saying as you feel yourself lose consciousness.

You wake up at your desk- papers stuck to your face- a cup of coffee, cold, sits undrunk by your side. You glance around- trying to remember what you were doing.

There was Santa, and Janet and you saved Christmas. Captain America was also there.

Right?

You glance around- your lab in its usual state of messiness as you spot a box sitting on the table behind you, poorly wrapped up.

Looking outside, you see that New York is its normal self- same as every last Christmas. Maybe Janet?

Calling her phone, she answers. "…Hank? It's… six in the morning."

"Janet. Did we save Christmas last night?"

"…what? No. I'll be over later, Hank. Merry Christmas."

You glance around as you try to, confusedly piece together last night- your notes say you figured out Pym particles- holy shit you figured out pym particles! That is- no.

No. focus.

Last night you- right you were looking for a gift for Janet because you hadn't bought her one and then you met a homeless Santa…

_**"Is he remembering? Pass the popcorn"**_

You focus and focus as you try to recall last night. There was a homeless guy and then… you called Janet-

Everything comes back together as you quickly piece together most parts of what happened last night. It's there's something you can't recall you were talking with the snow queen and she was all sad and then she knocked you out and took your memories. Straining further, you recall the sound of bells ringing and laughter- somewhere between consciousness and unconsciousness.

Well her and Santa, anyway.

You need something to keep track of your memories, just in case things like this ever happen again You still have to get ready for tonight. And you need to document your notes on pym particles more, and you need to look into finding Spider-man to make a team, too, maybe. Maybe superpowers for Janet?- wait.

What happened to Captain America?

* * *

**?**

* * *

It's December Twenty-Sixth. A man stands in the rain looking at a grave as a woman walks up. "Are you visiting someone, sir? Even so, It's cold and wet out here. You should be more bundled up. You'll catch your death of a cold."

The man shrugs as he looks at the grave, his breath fogging in front of him. "I promised to make it back, she had a dance saved for me on her dance card, you know. But, I guess I couldn't make it back in time. I was too late."

The old woman pauses before resting her arm on the man's arm. "I'm sure she doesn't blame you. Here's a scarf, you can keep it- I think you need it more than I do. My Ben's waiting for me in the car, anyway."

The woman hand him the scarf and begins to walk off. "But, ma'am, I can't-"

The woman looks back and smiles. "Think of it as a Christmas gift, young man. Oh, and be careful, I hear we're bound to have some bad weather soon.

The woman walks off leaving the man to ruffle his hair exasperatedly, before he takes one last look at the grave

"Merry Christmas, Peggy."

* * *

_**"Well, it's over folks. That's the Christmas Special for this year. Go home. Ow!"**_

Deadpool groans as Doreen elbows him in the side. He rubs at his side.

**_"That's where my ribs are still healing, woman!"_**

"I know."

Squirrel Girl clears her throat as she smiles at the last remaining camera. "Well, I hope you all enjoyed Hank's Christmas Special. I hope our appearances in this universe will be just as enjoyable for you."

_**"Writers aren't letting us in, I hear. Well ,not you, at least. I've been considered". **_

Squirrel Girl looks over. "Really now? I bet I'd make an appearance before you do."

**_"Like I'd be foolish enough to say You're on. It is completely on! If I kill you now, more screen time for me!"_**

"Monkey Joe blocks the camera and starts chattering away. Monkey Joe says: Happy Holidays folks, hope you enjoyed the show! Next time will be more of Peter Parker!"

_**"Hey, the squirrel's blocking me off of the panel. You can't kill me off that easily! I'll Spoiler the twist for the next quest which is-"**_

* * *

_**End of [****A Very Pym Christmas]**_

* * *

_**Please review**_


	38. December Brings Unexpected Gifts

**Publisher's Note:** **6/15/14 Sun.**

I would like to apologize for the bad errors that appeared for this chapter last night, I just simply published it right away without checking, and since it was really I just went to bed right away since I was tired. Well the problem is fix. So enjoy your chapter.

* * *

**CHAPTER 38**

**December Brings Unexpected Gifts**

* * *

You spent Black Friday and the following week working on projects and shopping.

You begin work on your gift for Felicia- other than a brand name one as well, you're making her some grappling bracers. Web-swinging's pretty dangerous and only your Spider-sense makes it relatively safe for you. The blueprints are already done, but it'll take a few trial and error runs before you're out of prototyping and build the final, perfected, product- another week.

You also decided to spend time with some friends and family. You spend time with Stella during this week, showing her around Andes courting her while she goes shopping in the crowded streets. She's thinking about picking up a hobby, but she hasn't decided on anything yet.

You manage to also spend some time hanging out with Mary Jane Watson. She's awkward and weird, but you figure you'll get into this videogame and cartoon culture thing she and Harry were into. And it's pretty cool. You guess- OG GOD GIANT ROBOTS. And models. You're in. Stella often comes and joins in, but you notice that Mary Jane seems to relax more around your all but adopted sister.

You've also been putting extra time in to help Flash. You've noticed he's in a bit of a worse mood after the holidays, but he apologizes. He doesn't seem like he likes to talk about his family life much, either. It's a bit worrying, but Flash does concede something to you. "Look, Peter, I'm thinking of what to do when I get outta School. I could try for Football scholarships, but I was also thinking of the military, too. Not sure what to do, yet."

You manage a good date with Felicia- seems like she's back to her usual self, but she seems a bit lost in thought. When you ask her about it, all she does is give you a mischievous smile.

The papers are noting Spider-man's absence, Uncle Ben comments one morning. Well it has been a month since your last spotting after taking down the HobGoblin.

You spend your week of working finishing up the bracers, making sure that they work, and safely at that, others don't have your spider-sense, after all, and it'd be best to make sure that nothing goes wrong for the person you made it for.

Especially after the last gift you gave her.

Spending time, you stress test and abuse a pre-production models as much as you can to see if any problems come up. By the end of the week, it's as durable and tested as it will ever get with the tools you have.

In the meantime, you've done some work out as Spider-man- and making sure everything was up to snuff with that was a pain on its own. You had to remake all of your webbing and clean the costume, and then make sure nobody notices that you're doing all of this. Stella's really helpful for this, but she's a bit put out that you're busy.

But you look into the Sandman thing. You keep an ear and an eye out, but you're not much better off finding anything out, even in your red and blues. You do, however manage to stop and string up some thugs trying to grab some lady, but nothing on the Sandman, yet. Well- except for one thing.

There's no way a normal person could commit those crimes.

You work on a new type of webbing. A stronger type of webbing. It's much harder for anything to remove with brute force tearing, but it's still weak to cutting when dried, though it requires more effort.

And whilst you work on that scientific wonder, you've also made yourself busy in the meantime. You went and braved the elements and winter shoppers with Stella and went Christmas Shopping. You picked out gifts for people that you think they'd like.*

You hang out with Gwen, and after a bit of prodding, get her to go see Sue Storm at the end of the week, while you hang out for a bit with Johnny, who, while managing it well, is still more than a little stir-crazy. Seems like he's been experimenting with his powers in a room DOOM's built for him, with little other than spending time on the internet or reading. You manage to do a bit of sparring with him, as bad at it as you used to be, at his insistence. He's not able to hit you, but it seems like he burned out some of his energy.

Meanwhile, Gwen has gotten Sue's number to talk with, but you were also handed a letter, which you were told was the location of Dr. Spyral. As you wrapped up this hang out, you talked some more with Gwen- seems like she's been up to stuff in the meantime.**

After you part ways with her, you see an old man in a red suit with a black overcoat and hat sitting on a bench by the park you walk home by. He nods at you as you pass by and he stands up- effortlessly moving his heavy looking metal cane to his hand as he walks closer- his hair's silver, but he seems to have aged well. He matches pace with you as you grow a bit nervous.

"You've put things in motion. Things that cannot be undone. This is as much as I can help you right now."

He hands you a manilla envelope, embossed with what looks like a wheel before turning at a street intersection and vanishing into the crowd.

You've yet to open the folder, but the week's still young.

You look into the envelope's contents, carefully, and pull out several heavily redacted reports, but the stuff left untouched is the interesting part. It talks about S.H.I.E.L.D. and Charles Xavier's agreements- though about what, you're not entirely sure, along with things such as the theoretical existence of the 'X-gene' that people are born with that might awaken. It's above your head biologically, but it seems like a thorough look into things- there's a mention that it is unrelated to some sort of incident in Egypt sometime around 1987, but that part is left to mystery in the redacted black lines, there's also a reference to the cold war.

You look up the image, or rough paint version of it, in your image search, but all you get are is a spokes wagon wheels as results.

Seems like that's how far this clue goes. Maybe.

Letting out a sigh, you continue work on your modifications to your webshooters before you go meet Doctor Natascha Spyral You make revolving cartridges to make sure you can switch between normal and strong webbing on the fly.

After fixing it up, you grab the letter from her future self and head to meet the Good Doktor.

You decide to play it safe and go in as Spider-Man. While you may have trusted the Doktor in the future, but right now you're meeting her from 20 years ago. She can be completely different than who she turns out to be. A lot can change in that time after all.

Your first impression, as you head to her residence at night, is worry. Seems like she's in the possession of an old insane asylum, which has been renovated- it's still in service as one, it seems.

You head in the front door, which is unlocked- there's no visiting hours listed, so you head right on in. There's a nurse at a check-in station, he smiles at you as you approach. He's a big man with short hair.

"Hello, sir. How can I help you?"

You clear your throat and give your friendliest attitude. "Ah, yes. May I see Doctor Spyral, please?"

The nurse frowns and stares at you before shaking his head. "I'm afraid I can't do that… without an autograph!"

He smiles at you as you nod. He steps out from behind the desk with one of those old Polaroid camera and takes a picture of the both of you, his arm around you shoulder before you sign it as 'Best Wishes from your Neighborhood Friendly Spider-man!'

The man smiles and puts the picture away. "Um. Do you always have that camera with you?"

The man nods. "Yes, I always have a camera to take pictures with. It's something I do for my daughter. She's sick you see, so I often try to take pictures of things for her. This job's a new thing for me, though."

The man looks a bit embarrassed. "Oh, but you wanted to see Doctor Spyral. She's down the hall on the left on room six, here's your pass. It's nice for someone to visit her, I hear she doesn't have many visitors."

"Nice to meet you mister…"

"Baker, sir. William Baker."

The man smiles at you and shakes your hand before handing you a pass. You head on down as the man waves you off.

Opening the door, you see a woman in what looks like a mess- well, a mess that's also a lab, maybe? She's wearing a coat, and he's currently drawing on her face in marker lines in a mirror. She pauses as she sees you in her mirror.

"Ah, yes, can I help you?"

The woman smiles at you, lines over her face- her skin is pale and her hair is a messy, pale straw color.

"I have a letter for you, Doctor Spyral."

This woman... she lacks the german accent and robotic parts. Was this how she used to be?

"Not to be rude, but could I get some identification?"

She pauses and raises an eyebrow before smiling and applauding. "Ah, good. Somebody who knows the proper way of doing things."

She fishes around in her pockets before pulling out an identification card and showing it to you- it does indeed say Natascha Spyral. You hand her the letter as she re-pockets her ID. She raises an eyebrow. "Not what you were expecting?"

You shake your head. "No. I expected someone more… German."

She looks at you before laughing. "Oh, god. If Otto could see this now, he'd blow his top. Yeah- that's a thing I do to piss him off, sometimes. You're also probably curious why I'm here- institutionalized, right?"

Yeah. There is that.

She shrugs. "I'm actually free to go at any time. I've just put myself in here in case my planned surgeries go wrong. I was about to prepare for it, soon enough."

She points to the lines on her face. "What… exactly were you going to do?"

She points over as you see a silver, robotic jaw sitting there. "I was going to surgically remove mine and replace it. It's a risky procedure, and one that's likely not to succeed without complications, but I never do something to a patient without making sure it works first. Ever."

Her resolute face points the letter at you before she pauses and opens it. Seems like there's a lot there to read. At least several pages worth.

You stay put and wait, deciding to only glance around. However, the room's an absolute mess.

You can't help but look in disgust as undergarments and food lie around everywhere as you notice a smell through your mask.

One of B.O.

You hold your breath and wait for her to finish.

Minutes pass

C'mon.

C'mon.

C'mon.

She finally finishes reading through and turns back to you a little unnerved. "This is my handwriting and that… I don't understand but then again, I expect I probably won't, anyway. I thank you for the letter though, it was very informative. Was there anything else?

You pause. "So, you know Otto Octavius, right?"

Her face becomes that of a scowl. "Yeah. I know the right bastard. I helped him design things and then he took the credit and humiliated me in front of my peers. If I could get my hands on that fat bas-"

She clears her throat and tries to look polite. "But, yes. You could say I know him. He even made the joke I should be in an insane asylum, so I took him up on that offer."

There's a wry grin on her face as she gestures around. "So, was there anything else?"

"Uh, yeah. I'm actually a bit of a scientist myself, I built my webshooters, after all, and I was curious if you'd like to collaborate sometime- but I suppose with that history, you'd probably not want to, huh?"

She runs a hand through her own short, messily cut hair before nodding. "If you want me to work with you- I'll need three things. A lab, a contract, and to know who you are."

She stares at you as a sly look crosses her face. "Then again, my mother does always complain about how I don't have a man yet, so I'd gladly work if you signed some marriage papers."

She smiles at you before bursting out laughing. "Just messing with you, kid. You're too young for my tastes, right now, according to this letter- didn't say who you were, but it said you were young. Look, seriously, though, get me an interesting enough project or hire me on. That's the only way I'd work for you.

"So, unless you're planning one of those two, I'm going to have to ask you to leave for now."

There was always something from the hard drive- the arc reactor, that could be used to gain her interest, couldn't it?

You shake your head.

No.

"Afraid I'm going to have to go, Dok. But is there a way I could keep in touch, in case that changes?"

The Doctor nods and eventually, after looking around, hands you a business card. "This is my phone, so if you need to reach me, call this."

You give her a nod as you pocket the card and turn to leave. Before you leave, you pause and turns back. "By the way, Doc? This room's a really unsanitary place to be doing operations. You should clean up, and probably shower."

Her eyes widen as she glances around as you head out- a pillow hitting the wall in front of you as you leave.

"I-I AM KNOWING THAT! IT IS STATEMENT OF… OF REBELLION! YOUTH LIKE YOU WOULD NOT UNDERSTAND!"

You leave as you hear her yelling, her accent slipping, not german, but to something else. Russian, maybe? You leave and wave at William Baker as you head out, as he wishes for you to have a nice night.

Nice guy, him.

You head out and decide to patrol around for a bit before heading back- while making sure you aren't being tailed. Switching back to Peter Parker, you head down the winter streets as you deal with terribly large amounts of people rushing around, doing last, last minute shopping.

You glance around, but other than that, there's nothing to see.

You barely manage out of the way of a large man in an overly star-decorated coat and hat, who seemed to be carrying large amounts of large, wrapped presents. The man nods thankfully at you before heading on as you hear a young woman yelling at him to hurry up.

He continues on his way, into the crowds.

Well, that certainly could have gone worse.

Regardless, you should probably go ahead and head on home.

Christmas Eve shopping is hell.

* * *

**_END_**  
**_To Be Continued…_**

* * *

**_Publisher's Note: 6/15/14_**

I made an error in the Publisher's note in chapter 30 when responding to Romez about Peter and Felicia's ages as well as when is Peter's birthday , it's already been fixed in order to not confuse others catching up to the coming chapters. Peter and Felicia's ages are the same, they are both 17 still in their teens. Since there weren't any birthdays found for Peter, only speculations, Cosgrove just made it August 15th, the current year in the story is 2013 about to go into 2014. By having read this chapter you can guess what month we are in.

**Equipment**: For on now I will write down Peter's equipment that he has on in person or owns in the end of each chapter.

* * *

**Equipment:**

****Limited Police Information: **Peter Parker now has access to police logistics and information (limitedly) through Gwen Stacy. If you need to find out anything the police know on minor matters, she can tell you. More classified subjects are above her level.

*-Assumed that Peter gets respectable gifts

**STRONG WEBBING INVENTED**. This thick substance is able to go through your webshooters, but just barely. It also requires more use per cartridge, meaning that you have less usable- not advisable for web slinging unless larger cartridges are in use.

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive**- a removed computer hard drive. Contains files left by your father.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning.

**Web Shootersx2**- Roughly made, but they do the job. Each one can fit six cartridges- has rotating cartridges that can change between webbing types.

**Web fluid (6x)-** Six cartridges worth of regular webfluid.

**Strong-web-fluid**- Six cartridges worth of strong webfluid.

**Spider-man costume (Durable)** - You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume.

**Spider-man costume (sonic-proofed/Agile)-** It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh.

**[Equipped] Spider-man Costume (Stylish/Agile)- **It's a light, thin material that allows you full mobility. However, it offers you no extra protection. You're friendlier looking, so fellowship rolls to those not hostile increase by three. This costume also offers you no protection from the cold- better wear some thermals or you might get frostbite... everywhere!


	39. Storm Chasing for Christmas

**CHAPTER 39**

**_Storm Chasing for Christmas_**

* * *

**The Hierophant**

What is mankind's nature?

It has been a question that has troubled him since he was young-

No, that would be a lie.

Mankind's nature only troubled him because of the differences he noticed between himself and others, even from a young age. Throughout his life, all he could find enjoyment in was the suffering of others- only through harming others could he find joy. And whenever he would indulge himself, he would be punished and looked down upon, as a monster. A freak. He soon learned to hate his inherent nature.

And, at a critical junction, where he was about to do something unforgivable, he was found by a priest. The man was cold and unfeeling, but he at least had a sense of purpose. The man stopped him effortlessly and fed him, giving him a lecture to likely try to set him on the right path.

"Mankind is different- Unlike animals, we're forever in pursuit of heaven."

The rest has faded into obscurity, the man's face and voice are but a faded memory. But he remembered desperately clinging onto that. If he spent his life in the pursuit of heaven, then surely he would be saved. Surely he would become normal. He joined the clergy in an attempt to emulate the man he could barely remember. The closer to the ideal person he was, surely the more likely he would be saved.

But, still, his life was without purpose- finding salvation was an unreachable goal. Each and every day was an ordeal. He had sacrificed everything he was for salvation, yet God had not saved him.

And, finally, despair set in.

As he prepared himself for the end, something appeared before him. It was not long until he realized that, finally, God had appeared before him. In exchange for devoting himself, he would be saved.

And he rejoiced.

**OO**

**The Magician**

It's Christmas time- you should be out and about, bothering people, getting presents.

Drinking eggnog.

Iiiiiiiit's booooooooooring.

You rock back and forth in your chair. You've got super-fire powers.

You shouldn't have to put up with this.

Glancing around you, look over at your sister. Sue looks just as bored, as she taps her finger on the table, idly scanning some sort of book. Seems like she's bored too.

Time for Action Plan Johnny.

Your sister will murder you if you try to sneak out. You, therefore, need to make sure she's with you on this. Had you been in the Baxter building, this certainly would have failed, as it would have during the summer months.

Carefully, slowly, you inch your rolling chair over to her. Slowly, as to not make her suspicious. Sneaaaaaakily.

You pause as she glances up and she lets out a sigh. "What is it, Johnny?"

Clearing your throat, you roll over to the table she's sitting at and give her your most innocent smile. "So, it's December Twenty-fifth, sis."

She raises an eyebrow, looking at you like you're an idiot. "Yes, Johnny. I know."

You grimace. She's using her 'professional bored professor voice.'

"Weeeeeeeeeeeeeeeeeell, I was just thinking that it's Christmas. And every Christmas we go out and have fun in the snow. And there's snow."

The eyebrow lowers as she gives you an annoyed look. "You know we're not supposed to be outside, Johnny."

You groan. "C'mon, sis. We've been cooped up here for months. It's time to go out for a bit!" She opens her mouth- probably to shut you down as you hold up a finger and start talking. Fast.

"Look- it's safer than any other time of the year. We can bundle up so its not easy to recognize us, and you can turn us invisible until we're a few blocks away from the Embassy. We'll only be out for a little while and then we'll be back! I know we have more freedom here, but even I can see you're bored to tears. Come onnnnnn~"

You sister glances at the window as she chews on her lip slightly- that means she's considering it. "I'll listen to whatever you say, even, but It's Christmas, Sis. I didn't do this for Halloween, despite how much I love that Holiday- nor did I say anything when it was Thanksgiving, and I saw how much it was eating away at you. "

You sit down and stare at her, seriously. "I'm not doing anything without you, Sue. But I'd like to see my sister happy on Christmas, at least."

She looks away and you sink your head in defeat. Yeah, you've lost this one.

"Get your heaviest coat, plus your scarf and gloves and hat."

Her voice is thick as she quickly clears her throat and brings a hand up to her face. "Did you hear me, or not?"

You're already up and moving.

It doesn't take long to get out of the embassy- the place has been almost deserted ever since you and Sue started staying here. DOOM's not here, but he's been gone pretty consistently since the holidays started up.

The two of you are bundled up and almost unrecognizable.

Time to enjoy a day out for Christmas! Well, you only have a few bucks between the two of you, but the spirit's there!

Well, naturally, there's only two things to be done. The first- Ice Skating! Then snowball fights! The snowmen! Then snow-angels!

Wait- you might've messed up that order some.

REGARDLESS

You're just going to enjoy a good Christmas day with your sister. Ice-Skating, is the first on the menu- after you've gone and made a fool of yourself and let Sue out show you in every way, you sit and groan, rubbing your sore lower back.

Well, at least you didn't fall on your face.

Anyway, you're waiting on Sue, who's grabbing you both hot chocolates with your last couple of bucks.

WITH Marshmallows. ALWAYS with marshmallows.

Regardless- your babe-sensor is going off. Twice. There's a red-haired girl talking with a Goth girl- brown hair with her bangs dyed white. They seems to be looking around the area and talking.

You quickly brush yourself off and head over to the two very attractive ladies giving your smoothest smile. As You approach, you wave. "How are you two ladies doing on this fine day?"

The goth glares at you, turning away. "Better, before you showed up."

The redhaired girl smiles at you as she gives a warning glance at her friend. "I'm sorry about that, Um- I didn't catch your name?"

"It's uh- Johnny."

You watch the girl carefully- she's being friendly, but that kind of friendly of a girl is one who doesn't really want to deal with you, but is playing you for something. Twenty times later- you learn to see the signs.

Regardless, you give a nice, polite smile and extend your hand. "Well, sorry for bothering you, I think I see my sister coming. Miss..?"

Her smile is perfectly friendly as she extends her hand towards you. "It's Jean."

She glances over at her friend and nudges her forward. "Don't be impolite, Rogue."

The one known as Rogue glares at the red-head now known as Jean as she extend her hand after taking her mittens off- she shakes your hand as you feel your gooseflesh ruse as her finger accidentally brushes your wrist. The girl quickly pulls her hand back and stuffs back on her mitten as the two girls exchange looks.

Yeah- that uneasy feeling in your stomach's acting up again.

"Sooooo, Um are you waiting on some friends or are you two here alone?"

Please don't be lesbians again. Please don't be lesbians again.

Jean tucks her hair behind her ear as she smiles, shaking her head. "Well, we were supposed to meet up with some of our friends, but I think we're just wasting our time now."

She sighs as her breath condenses in the cold air. "So, you said you were waiting on your sisters?"

Your stomach tightens again. "Uh, yeah. She should be coming back. Any time now. So, what are you two up to?"

The goth, Rogue, scowls and looks away, but you notice that she's working very carefully to control her breathing. "Um- is your friend okay?"

Jean smiles at you as you notice a few people shifting in the crowds. You see your sister in the distance as she gives you an unhappy look.

"She'll be fine. So, we're from upstate and visiting for the holiday, so do you think you'd be willing to tell us about the city? I hear there was some sort of crazy person in a goblin costume?"

Sue's coming closer, her cheer gone, as you give an apologetic smile. "Well, I should really get going, so It was nice meeting you-"

Jean grabs your sleeve and looks a bit worried. "Is something the matter, Johnny? I hope I didn't offend you by asking."

Yeah, you're really getting a bad feeling in your gut.

You give a tight smile. "Sorry, it's just its Christmas and my sister looks upset so I figure I'd take her home. Sorry to bother you."

The girl's smile tightens some as you pause as you see, for a moment of a second, the goth chick's breath hitch and a flash of fire appears before she quickly gets her breathing under control.

Jean glances over at her friend as you take a moment to step back and wave. "Well, I'm sorry for having to leave so fast, but I've got to get going. I hope your friend feels better."

You say the words without freaking out and then turn and move towards your sister at a fast pace- the smile on your face fading into a worried look. As you meet her, you nod forward and keep walking- refusing to look behind you. "Keep moving, sis."

Something about your tone and face drains the anger as she matches pace. "What's the matter Johnny?"

You briefly, as you keep moving, tell her of the situation you encountered- especially the scene at the end. Your stomach's also still bothering you as you glance around as you keep moving. Sue looks rather concerned- especially with how the Hobgoblin was brought up by the girl.

You think about the next course of action.

The two of you keep moving- ditching the hot Cocoa to try to get back to the embassy- slipping into an alley, Sue quickly turns the two of you invisible as you hear a loud noise nearby-

*Bamf*

Down the Alley- you see a bunch of smoke and a figure in a bunch of identity concealing clothes, along with the two girls from earlier, who are looking around Alertly. The two other than Jean seems not to see anything when you see Jean look over in your direction, right at you.

You grab Sue's hand more tightly and start running.

Ohshitshitshitshitshitshit!

Sue, even though you can't see her, sounds panicked. "Jesus, Johnny, what the hell did you do?!"

You've got to run. Run and get to safety-if they won't show their powers in front of people, then you need to get somewhere with a lot of people. And even if they do come for you, it'll be a cool fight that will be on youtube, which will lead Peter on the path of rescuing you.

Looking around, you spot a subway entrance a ways down the road- you whisper your plan to Sue as her hand clenches tightly.

As the two of you near the entrance, you think you've got the all clear when, at the entrance you hear a noise and see blue smoke- as the three of them are standing there.

The Redhead looks around as the goth takes off a glove and touches the redhead's face before her head snaps towards you immediately.

You hear her voice in your head- faintly as she seems to be talking out loud- without moving her mouth.

-From what little I got from this guy earlier, he's got the same way of thinking I did- find areas where people were at and escape in the crowds.

-Seems I was right.-

You curse audibly as Sue yanks onto your hand, as you mutedly hear her yelling at you to run.

**OO**

**THE DEVIL**

The voice is smooth, like velvet, but tinged with Satan's own malice and guile.

"Is it done, yet? Phineas?"

His name was Phineas Mason. He was a technician who worked for the mob. That's an understatement- he's a savant with technology, sciences, and engineering. He was on the outs, what with the new conflicts brewing in the background. The master planner was moving in on the Kingpin's turf.

There's also those symbols those punks have been spray-painting recently in the past week or two. Just juvenile punks who with nothing left to loose. They spray the symbols.

Of a green and purple goblin. Out of the way and nothing more than a punk movement in the wake of the hobgoblin. Nothing to worry about.

But Phineas knows better. He might not know the devil's identity, but he exists. He's owned him for months now. With a man with nothing left to lose, a job that promises protection in agreement for building equipment was nothing to scoff at.

"…Yes. It's done, Sir."

The voice chuckles from behind him. "Good. Good. And Oscorp's security?"

"…It will be down, as planned. I have directions to the department where you want to be. Just get me into the systems and I'll get you whatever you want to know."

"Good. You know, Phineas, I'm rather fond of our… working relationship. Unlike my predecessor, I realize that having a support system can be very useful. It keeps the pests out of our hair and us well informed. So, if I find that you have betrayed me, I will be very… cross."

He swallows reflexively. The person funding him, whoever it is, has money to get things done. Has the money to get rid of him. He nods his head as tears pool in his eyes.

"…I-I understand."

A hand claps him on the shoulder.

"I knew you would."

The door behind him closes, finally leaving him alone. And Phineas Mason, the Tinkerer, allows himself to cry.

**Peter Parker  
**  
You sigh as you see your breath form condense in front of you. Nearby, you hear the laughter of Stella from the other side of a snowman. Wiping the rest of the snow from your face, you hear your phone go off.

Pulling it out, you look at the name- its Johnny. Answering it, you're immediately confronted by a woman's voice. It takes you a minute to identify who it is due to how out of breath and exhausted they sound.

It's Sue Storm.

"PETER. We NEED help- people- powers. Johnny's trying to hold them off but-"

The phone cuts off after she gives you a rough location. You stare at your phone and try to call back, but it goes straight to the answering machine. Stella looks at you, a little worried and curious.

You give Stella a grim look. "Trouble- I need you to cover for me."

Stella stares at you before she sighs. "Fine. I'll cover for you."

The both of you head inside as you quickly head downstairs to the basement and get ready- calling Felicia and Gwen. Felicia's incredibly hesitant to go but she'll look into things for you. Gwen's, surprisingly, able to go- after the morning, her father was called in to work for several matters. She'll meet you there.

As you head out- telling your aunt and uncle that you're heading out to give Felicia her present, you see Stella sullenly staring at you as the door closes.

* * *

**THE FOOLS**

* * *

**FOOL ALPHA**

The hospital was a lonely place. It was a scary place too.

Only Daddy can help her.

Her disease recovered, her health improved.

But she's been having strange relapses. A fever and sudden dizzy-ness and fainting.

She dreams of a red demon, grinning with black teeth.

It's going to eat her daddy.

But-but her daddy knows a hero! He gave her the picture of him and Spider-man.

He'll certainly be able to beat up the demon and save her daddy.

So that she and Daddy can live happily ever-

William Baker looks down at his daughter's flushed face and weak breathing as he calls for a nurse. Her letters to Spider-man clenched into a hand as he desperately fights back tears.

**OO**

**FOOL BETA**

It's been a number of months- but a hero's job is never done!

If you're not good enough as you are, work harder! Try harder, until you've reached your limit. If you've done you're best, your efforts will surely be rewarded. That's what pops says.

So, to start with- one hundred pushup. One hundred sit-up, and one hundred squats, along with running ten miles.

EVERY. SINGLE. DAY.

Also, there's learning to take falls and doing difficult building climbs- starting small with the playground and park.

When you master that? DOUBLE IT!

Start picking fights with boys- learn how to fight!

Sure- everyone's kinda scared of you as you're the toughest girl, but you've got a goal.

You're going to force Spider-man to make you his sidekick!

And if he turns you down, you're going to still show up and kick butt anyway!

Anya Corazon, the Amazing Spider-girl!

**OO**

**FOOL OMEGA**

You wave and smile at Aunt May and Uncle Ben as they see you head down the street to the playground. In reality, you're heading the other way already.

You're inventory has been confirmed. One high-frequency blade 'Raiden MKII' along with the multi-ammunition personal armament 'Ocelot MKII.' Both were believed to have been confiscated into civilian custody.

This is a lie.

You might have allowed the assumption that your armaments were out of your hands to Peter and the girl he deigns to allow call herself his 'girlfriend' but this is an impossibility. Even without them, you are skilled in twelve different ways of killing an individual without use of your chains.

In the meantime, as much as you love your brother for the affection and concern he gives you, it can be too much. Even if you are a child, you were raised for the sole purpose of being a weapon. Being able to enjoy a civilian's life is enjoyable and you will die first before you let anyone harm Peter for all of the wonderful experiences he's granted you.

You love him, you truly do. Deep down, he's somewhere between a brother and a father to you, if what you've come to understand about families is correct. If he had appeared a few years later, whilst you were in the midst of becoming an adult, you might have viewed him even more differently.

If the world was an idyllic place, perhaps you and he could live out the rest of your days with him as brother and sister. Happily and innocent.

He is the person you love most, and desire to protect the most.

Whether this stems from your experiences and emotions or your programming- it is irrelevant.

The world will end before you would ever try to harm him.

That's why, you will step in- you will be what he cannot be.

He is an unsullied light.

A true hero.

And you are his shadow.

* * *

_"The funny thing about big events- things that change the status quo- is that at the time it isn't apparent. Sometimes, its just a video that catches on and the world stops to watch._

_"And then, there's sometimes, when the world knows what's happening as everyone takes a collective breath._

_"When Spider-man appeared, in the midst of that battle of the superhumans- I think this was one of those moments._

_"The world saw that there were not only those that took the law into their own hands, like Iron Man- but those who stood above normal men, to protect them._

_On that Christmas Day..._

_The world changed._

_Super-heroes and Super-villains stopped being things outta comics and fantasy._

_They became something real."_

* * *

**_End  
To Be Continued…_**

* * *

**Equipment:**

****Limited Police Information: **Peter Parker now has access to police logistics and information (limitedly) through Gwen Stacy. If you need to find out anything the police know on minor matters, she can tell you. More classified subjects are above her level.

*-Assumed that Peter gets respectable gifts

**STRONG WEBBING INVENTED**. This thick substance is able to go through your webshooters, but just barely. It also requires more use per cartridge, meaning that you have less usable- not advisable for web slinging unless larger cartridges are in use.

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive**- a removed computer hard drive. Contains files left by your father.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning.

**Web Shootersx2**- Roughly made, but they do the job. Each one can fit six cartridges- has rotating cartridges that can change between webbing types.

**Web fluid (6x)-** Six cartridges worth of regular webfluid.

**Strong-web-fluid**- Six cartridges worth of strong webfluid.

**Spider-man costume (Durable)** - You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume.

**Spider-man costume (sonic-proofed/Agile)-** It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh.

**[Equipped] Spider-man Costume (Stylish/Agile)- **It's a light, thin material that allows you full mobility. However, it offers you no extra protection. You're friendlier looking, so fellowship rolls to those not hostile increase by three. This costume also offers you no protection from the cold- better wear some thermals or you might get frostbite... everywhere!


	40. The Year a Cyclops Ruined Christmas

**[MAXIMUM CHRISTMAS] ARC**

* * *

**CHAPTER 40**

**The Year a Cyclops Ruined Christmas**

* * *

The wind is rushing past you and, even with your thermals on, you feel the chill. New York is relatively quiet in comparison to normal and the snow is falling.

It's the afternoon, but as it's winter, the days turn to night much more quickly. Scanning the area- you see nor hear any major commotion, but you notice that as you get closer, there's people nearby- and you think you see helicopters incoming.

Keeping their distance, but ever watchful as they see something that is beyond belief.

There's no fires out of control, no giant damage, but you can see, clearly, Johnny's blonde hair as he fights fire with fire, literally, against a girl seemingly made of the stuff. There's a red haired girl that's looking around- probably looking for Sue. And then, intermittently appearing and disappearing in puffs of smoke to attack Johnny- a figure wrapped in heavy clothes, looking a bit singed.

Johnny's looking like he's on his last legs.

It'd best to land and intervene- if Johnny has to start going fire-man, things could get dangerous. Besides, what's the worst that can happen?

"Okay folks, break it up! If you kids don't stop endangering THE GENERAL PUBLIC, I swear I will turn this car right around!"

Landing in the middle of the street, you notice there's an immediate shift in everyone's actions- firstly- Johnny's face to turns to one of terror as the Red Haired girl turns towards you.

"What are you doing here?! That girl can read mind-"

He's interrupted as the girl who seems to be on fire sends out another, stronger burst of fire.

You heart speeds up as the redhead looks over at the cloaked figure, who vanishes into smoke with a loud 'bamf!' The girl's eyes narrow. "So, -who -"

Before you can even hear her words- you Spider-sense blares loudly- painfully- blocking out whatever she was saying as it becomes all-consuming overpowering you entirely.

taggering, you grab your head and force yourself to breath- pushing it back like a bad headache as you force yourself to focus-

Looking around- you see Johnny gritting his teeth, arm on fire, as he punches the girl, sending her flying back with a burst of flames. The redheaded girl is holding at her nose as blood pours down it profusely, as she looks like she's in pain.

It's about this point that you hear a 'BAMF'

As several figures, in a blue and yellow set of jumpsuits appear. One's got some sort of Geordi La Force visor, another's a large, blue furry-animal-man-thing. Another's a man that seems to be trying to be the fit version of frosty the snowman, and another's a girl with a fashion sense that reminds you of someone from the 80's with those pink sunglasses.

They don't look friendly.

You hear a voice whisper in your ear- Sue's voice- "Johnny and I aren't doing well. We can't get away with that teleported around, though. You have any ideas?"

You walk forward, arms raised up high- your voice, loud and clear.

"Look. I don't know what's going on, but this has gone too far! Everyone, please, stop trying to kill each other!"

Geordi's fan looks over at the redhead, then at the girl on fire, then at ,Johnny, and then at you.

"Look, I'm sure we can all just talk this-"

He then raises his hand to his visor as your Spider-sense blares.

A beam of crimson energy slams into you, slamming you against a building side. You let out a scream of pain as it lessens. As you get up, your vision is swimming and your ears are ringing, muting out everything else.

In the distance, you hear a scream of inarticulate rage as a noise not unlike that of explosions as you notice that the big, blue furry man goes down as the snowmn's chest bursts open with red as he collapses to the ground.

You stagger to your feet as the Visored man snarls and looks around ,alertly. He seems to be barking out orders pointing at you and Johnny.

You take a deep breath.

You clench your fists and teeth as you look at the Five-guys entrance you totaled. "What the HELL is wrong with you?! It's Christmas DAY, and you're starting crap when people just want to be with their families?!"

The man turns towards you, shocked, as you twitch you wrist and press the secondary lever, feeling the cylinders spin in your webshooter. No. you've had enough of this guy. Quickly tapping your webshooter, you blast him in the face with a bunch of strong webbing to cover up his visor before you extend you other hand and let out a bit of webbing and grab onto it, letting it pull you.

As you near him, you extend you leg into a kick and send him flying across the way and into the ground, sliding slowly against the building's side, causing no damage unlike that jackass.

The other members of this group seem to be in confusion- you see the snowman is getting back up as the big blue guy is clutching at his side

They all look at you uncertainly. Down the street, you see people watching as some police have them keep the distance.

Damn it, if that didn't just add another layer of problems to this. You've got aches everywhere, the mother of all headaches, and it's Christmas, which you should be spending with your Family.

Raising your voice, you look over at the people on the street. "Hey, You all need to get out of here! It's dangerous! These guys are not kidding around!"

Turning towards the uniformed bunch of super powered jerks, you shake your head. "What the hell are you all doing?! It's Chirstmas. I'm going to be nice! Get the hell out of my city and don't let me catch you here again. If I have to stop you from putting people in harm's way a second time, I won't be this nice!"

You clench your firsts and wait for something to happen. Some of them, the unharmed ones, seen confused and angry, but when the crowd starts up, they grow more unsettled.

"Yeah, we don't need freaks like you messing up our town!" "Look what they did to the five guys!" "You tell them, Spidey!"

The crowd seems to come to life and when the first rock is thrown, the all gather up and leave in a puff of blue smoke- the girl that had been on fire giving you a nasty look, leaving you and Johnny alone- Sue comes out from an alley seconds later to go check on Johnny.

People are cheering for you and the Storms are safe, but looking around- you don't feel like you've accomplished anything. You're sore, hurt, and so were they.

This whole thing strikes you as pointless and unnecessary. Why did they do that? What good is ANY of that do ANYONE?!

You turn towards Johnny and Sue, your voice low. "What do you want to do here? I can get you out of here, or Sue can get you out of here, if you want."

Sue looks indecisive as Johnny Narrows his eyes. "No. I'm not running. Look, these people attacked us because we're different, and they were only able to do it because we let ourselves be hidden away. You can go if you need to sis, but this is our one Chance to finally stop hiding, to finally have lives again."

Sue Storm looks over at the people before looking at Johnny. Letting out a sigh, she flicks his head. "You know, I miss the days when you were a goofy kid."

Looking at you, she quickly briefs you on the situation as you see the Media start to swarm in- the cops have kept their distance, but they don't seem to be trying anything.

Making your way towards a Daily Bugle reporter, you wave him over.

"Wow, Spider-man, what was that?! A word- and who are your companions here?"

You let Johnny and Sue introduce themselves as you hear the media burst into a frenzy even larger- as they're questioned on the quarantine, Sue stops them and briefs on a rough explanation- there were complications from being exposed to cosmic radiation, but the abilities these mutations caused are not life threatening, nor contagious. She gives a more scientific-y statement than that, but then again she is more educated at biology and physiology than you.

Eventually, the news switches back to being focused on you- "Who were those people?! What did they want?!"

"I don't know who they were or what they wanted. I'm not completely sure why this fight happened, but i hope no one was badly injured as a result of this. I don't know how many of these super humans there are out there or what that was even all about... but I do know one thing.

"If you have a great power, then you have a great responsibility to use those powers to help people. No matter what the situation was today- those gifts were not used responsibly by those people today. The world has seen that there's people with the ability to do things beyond normal human capability, and hopefully there won't be another situation like this again, hopefully things can be resolved with words instead of violence.

"So I will say this to these individuals- I don't know what happened today, but I implore you to exercise restraint and make a public apology. I'm sorry I couldn't have been more help and I'm sorry that things couldn't be resolved diplomatically.

"But violent and dangerously irresponsible actions and tactics like those that occurred today are something that I won't tolerate. I hope everyone can go back to their families and try to enjoy the rest of their Christmas.

"So, uh. Merry Christmas everyone. Bye."

The Storms wave you off as you head off- the news monitoring you websling off, but don't seem to be following you. From the rooftops, you can see there's not a single soul around other than you and the helicopters in the distance.

Making sure nobody is following you, you begin to head home- when you get back to where you left your normal clothes, you put them on and check your phone- there's several missed called from Gwen.

Checking your voice mail, you have her leaving several messages about how her father requested her to do several errands that would keep her at the house and how there wasn't any real reason why she could turn him down and that she was really, really sorry and if she could have been there to help should would have.

Asking you to call her to meet up and discuss things about your costumed identities when you're free, she wishes you a merry Christmas and hangs up.

Following that, you call Felicia, who seems a bit worried- when you ask if you can drop by to give her gift to her, she immediately tells you no- her voice tense- as she explains she's going to be busy looking into these matters and she's following a lead right now. Her voice drops to something cold and emotionless when she mentions following up on the lead before she hangs up, abruptly.

Something about what she said, and how she said it.. You're worried.

You detour to head over to Felicia's house- it isn't long, even with the snow and ice, and you arrive there as the sun has begun to set.

There's no lights on inside the house and the door's shut.

You knock at the door and ring the doorbell, but there's no answer, but the door seems unlocked.

Opening the door, you keep an ear open for any sort of noise- but you freeze at the sight of the living room. It seems like there's been a lot of changes here over the past few weeks you haven't been here. Computers- a large bulletin board with lots of pictures and threads connecting them pinned on it- and a metal trashcan.

There's also an overwhelming smell of smoke in here.

Looking around- there's no sign of Felicia or any struggle, and the bulletin board's got a lot fo images of people involved in Italy.

Finally, ni the trashcan, you see the burned remnants of paper- one of which somewhat intact. Only partos of it are intact, though.

"Cerning the matter of Silverma- Death-

-new infor-

A group-

-Passio-

-Gior- -nni

-isk"

Felicia… what have you gotten yourself into?

You send her a text to call you whenever she's free. Closing your phone, you let out a sigh as you watch the news.

Seems like what happened today's too big to just be shutdown. Superhumans are a thing now.

It's a bit interesting to watch and unnerving. Most interestingly, most people assessing you think you're some sort of athlete or acrobat with skill in parkour who has an inventor on the side- a Batman to the world's supermen, like Stark.

That in turn seems to bring up discussion of Iron Man and comparisons- people outside of New York seem to have an interest in Spider-man now, it seems. Interestingly, there's no comment from Stark on the matters- he's declined commentary so far.

Then, there's people who are pushing for testing of people to see if they're normal humans or not- which the rebuttals to are references to the Third Reich and its practices.

Turning off the monitor, you let out a sigh. On the upside, it seems like Johnny and Sue are basically celebrities- Sue's even being recognized as the foremost expert on superhumans to date.

And then there's pictures of the people who attacked Johnny and Sue- there's no pictures of anyone's faces, but they considered an emergent and incredibly dangerous extremist superhuman movement.

You think about doing some work, but you're sore and your head seems to be aching and you've got too much to think about to focus properly.

You head upstairs and decide to spend time with your family. Stella seems to be enjoying watching Star Wards (original trilogy only) with your Uncle, while your Aunt seems to be over at the Watsons' home. You lay out on the open couch and watch the last movie with them, throwing your own comments in when appropriate.

You notice that Stella seems to glance at you every so often, though.

You enjoy the time with your Uncle, but he nods off halfway through the movie- waking up at the end to head on up to bed early, leaving you and Stella alone.

"You want to go on a walk, Stella?"

She looks at you as you 'see' the gears rotating in her head. Eventually, she nods and heads over to get her coat along with you. The both of you are bundled up and on the way down the street. There's nothing open tonight, so the two of you head to the playground nearby.

You can see where people passed through and played on the equipment in the snow, but it's empty- sitting on a swing, you glance up at the sky and let out a sigh.

You see her sit on the swing next to you as she watches you before finally speaking, there's a note of disapproval in her voice.

"You shouldn't have let them get away. You could be in danger now."

You sit back and you think about it. Arguably, she right. But those people have families and lives of their own, too. If you had taken them down, there likely would have been only more pain and anger, which would likely lead to only more violence.

Furthermore, you're a role model. People look up to you as an example.

"I'm always in danger, I'm a hero, it comes with the job. What's more important is to set a good example for everyone else to follow, and show them that violence isn't always the answer. Besides, I wanted to believe in their better nature, even if my chest is going to be one huge bruise in the morning."

You give her a grin as you rub at your chest., wincing slightly. Stella looks at you as the disapproval fades away, as she turns away. Her voice is monotone, as she moves slightly on the swing.

"…You'll die with that kind of attitude."

You glance over at her, but she keeps her face turned away. "You'll keep up that attitude- letting them go and then you'll face another Carnage, or someone just as ruthless- someone who will use that kindness and they'll kill you, without a second thought."

Her voice remains flat, but you see her hands shake slightly on the chains.

"And even if you don't, you'll have to choose who's more important- Peter Parker or Spider-man. If you try to be the moral pillar that people look up to, you'll need to be there whenever there's trouble, so you'll have to drop everything and leave to put yourself in danger."

The chains of the swing are rattling as she refuses to look at you.

"I…"

You phone rings- as Stella cuts off what she was saying.

"Go on, answer it."

You pull out your phone, which is ringing and see the name "Gwen Stacy" on it, before after the forth ring ti cuts out, before ringing again- her name coming back up.

Seems like Gwen's trying to get ahold of you. Next to you, Stella lets out a sound that's somewhere between a sigh and a chuckle, her voice still monotone.

"I told you that you could answer it."

Letting out a sigh, you answer the phone. "Hello? Gwen, is this important? If not I'll have to ask you to-"

You hear Gwen, her voice sounds panicked and she sounds like she's in the middle of doing something- you can hear movement in the background. "YES! Peter- I know you're busy and you've done a lot today but this is big. BIG, big!"

"Look, most of the security for Osborn has apparently gone down except for a separate silent alarm. Somebody's broken into Oscorp without using any of the doors."

You hear her voice become more muffled. "Tonight's the only night we'll have a chance to look into Oscorp. We can't pass it up."

You glace over at Stella and chew on your lip. A second later you hear Gwen's voice over the phone, sounding concerned.

"Peter?"

"Yeah, I'll be there."

She gives you a location to meet her at before hanging up. You look over at Stella.

"Let me guess, Spider-man's needed?"

Her voice is still that monotone, as she still doesn't look at you.

"Yeah, I was curious if you wanted to come with me. The security in Oscorp's down, so Gwen and I need to look into it. Interested?"

Finally, her monotone breaks as Stella lets out a bitter chuckle. "So, I'm fine to come with you so long as there's nobody in trouble, huh?"

You look over at her as her body shakes, as her breath hitches. "Stella?"

"No."

You move you hand toward her as she jerks away violently. "No. You need to decide, here and now, who I am to you. No, more than that, you need to decide who you want to be. You've told me why you want to look into Oscorb before- why I should be careful of Norman Osborn."

"So are you Peter Parker, the teenage boy looking for answers about his life to the point of breaking into a major business while the security's down? Are you Spider-man, the role model who will take the higher moral ground despite the fact his friends were being attacked?!"

"And who am I to you? Am I a child who you need to shelter from danger and make your alibis for you, or am I your partner?! Am I not trustworthy enough?"

She sobs, making sure to not look at you as she wraps her arms around herself. "What exactly am I to you, Peter?!"

You look at Stella. And you actually look at her. This is what she's been feeling, beneath her cheerful façade?

As for her questions, they cut at you. They really do. It's hypocritical of you to say you're taking the higher moral route and not harm the people attacking your friends, while planning to break into this building. But, as Peter Parker, you need to know.

"I'm Peter Parker and Spider-Man. It's impossible for me to be one without the other. Even if I wanted to, I couldn't ignore my power. But, if I ignore Peter Parker, if I ignore who I am, what's the point? You know who I am, Stella. I make mistakes. I get confused. Trying to be a hero means making judgement calls, split-second decisions. And if they turn out to be wrong, you have to shoulder the burden and try as hard as you can to fix it. Power, responsibility."

You let out a sigh as you step forward and pull her into a hug as you kneel down, brushing the back of her hair. You remember the ruined land, the dead, deperate future. Of how you gave her a new chance at life.

"As for you, Stella… I-I thought you wanted to grow up in a world that had a future, where you didn't have to be a weapon. But, I guess that's more what /I/ wanted, isn't it?"

You smile bitterly.

"If you're looking for some big answer to solve everything, I don't have it. I'm just as lost as you are. I screwed up. I know I screwed up. I just... this was your first Christmas. I wanted today to be special, and I forgot to think about how it looked from your end.  
Look, I... I'll probably never stop trying to protect you. I'm your brother. It's what I'm for. And sometimes, like now, that's stupid."

You grimace and pause, shaking your head.

"…You're family to me, Stella. I want to protect you, to keep you safe. I still don't know if it's right to put you in danger, but I realize you're not an ordinary girl, and I want to help you with that- To teach you, and I realize now that keeping you hidden away doesn't help with that."

You look down at Stella, her arms wrapped tightly around you as her head is buried into your chest, sobbing.

"I should have seen how you felt sooner, Stella. I'm sorry."

You don't know how long she cries into your chest, and you don't really care. You let her pour everything out. Eventually, though, her breathing steadies as she pulls away looking embarrassed.

Wiping her nose she smiles at you softly and sadly. "All I want to do is make sure you come home safe, big bro. That's all I want. And if I'm not there and something happens to you…"

You smile as you stand up, extending a hand to her. "I understand. I won't leave you behind again, Stella."

Her hand tightly grasps yours as the two of you hurry home- it doesn't take long for the two of you to head towards the meeting place. The Scarlet Spider- wearing a familiar blue Hoodie with a spider emblazed upon it lets out a sigh of relief.

"There you are. I'm not sure how much time we've got until surveillance kicks back on. I did some scouting- there's a open door on the roof- it's normally closed by the security system, but that's been messed with and it's since been opened. There's likely someone else in there though, so we'll need to be careful."

She glances over at Stella, who is presumably under an illusion, but doesn't say anything. "How should we do this?"

* * *

_**END of [Maximum Christmas Arc]**_

_**To Be Continued...**_

* * *

**Publishers Note:**

**Gifts:** Peter basically received mostly clothes, but he also got a new watch and some giftcards.

poor wording- they're those credit card things you can pick up at walmart or the like and put money on.

* * *

**Equipment:**

****Limited Police Information: **Peter Parker now has access to police logistics and information (limitedly) through Gwen Stacy. If you need to find out anything the police know on minor matters, she can tell you. More classified subjects are above her level.

*-Assumed that Peter gets respectable gifts

**STRONG WEBBING INVENTED**. This thick substance is able to go through your webshooters, but just barely. It also requires more use per cartridge, meaning that you have less usable- not advisable for web slinging unless larger cartridges are in use.

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive**- a removed computer hard drive. Contains files left by your father.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning.

**Web Shootersx2**- Roughly made, but they do the job. Each one can fit six cartridges- has rotating cartridges that can change between webbing types.

**Web fluid (6x)-** Six cartridges worth of regular webfluid.

**Strong-web-fluid**- Six cartridges worth of strong webfluid.

**Spider-man costume (Durable)** - You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume.

**Spider-man costume (sonic-proofed/Agile)-** It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh.

**[Equipped]Spider-man Costume (Stylish/Agile)- **It's a light, thin material that allows you full mobility. However, it offers you no extra protection. You're friendlier looking, so fellowship rolls to those not hostile increase by three. This costume also offers you no protection from the cold- better wear some thermals or you might get frostbite... everywhere!


	41. Chilling With venom

**CHAPTER 41**

**Chilling With Venom**

* * *

Heading inside via the rooftop access, the three of you decide to stick together so nothing unfortunate happens. The three of you head inside, as you notice there seems to be an overall lack of power in certain parts of the building- for example all the camera seem to have no power going to them.

Eventually the three of you reach some signs directing you on where to go. After some quiet, whispered discussion with Gwen, there seems to be three possible places to go. You also don't know how much time you have until security kicks back on.

The R&D might have information on what Smythe was working on. The archives might have data on your father's works when he was working at Oscorp. Cold Storage might have any projects that Oscorp might not want to show the public for whatever reason, and Norman Osborn's office might have something worth investigating.

You head down to archives- there's a likelier chance that your father's information, years old, would more likely to be in the archives. It doesn't take long to get there, honestly. The security's down, and while the power should mean the electronic locking doors remain locked, it seems someone's made them unlock instead- security isn't even present.

There's probably a dozen more important things to keep an eye on than a bunch of records during a situation like this, after all.

Heading inside, you see Gwen head down, looking for anything of Smythe's. You decide to do some snooping yourself.

You look around for any sign of Richard Parker or Carl Brock or their works, but you're not finding anything. There's absolutely no sign of their work, and where they would be are spots where there'd be boxes with papers or other materials within.

Where their names might be, there's nothing, not even the indication that there was anything ever there.

Just empty spaces.

You try to think of anything else to look for as you remember the future- of a certain entity.

You find a heavily redacted folder with the words 'Project Venom' on it. It seems not to be the original title, which was heavily redacted. Opening it, you see heavy lines of black taking out almost everything, flipping through you find one thing of note.

-"Status: Project indefinitely halted, moved to-"

The rest afterward is redacted as well.

You head back towards where you last saw Gwen and see her closing a box marked 'Smythe' pocketing a phone, not her old one, as she does so. She goes and puts the box back, but you notice a she seems pretty disappointed.

"Turns out that it was only early work from when he got hired- mostly robotics stuff, there's nothing on whatever project the spiders were from in here."

Glancing around as the three of you head out of archives, it seems like there's still no security on.

With some reluctance on her part, Gwen's outvoted two to one as the three of you decide to head to cold storage. Gwen probably has an inkling of what's driving you here, but you're not sure she really understands.

If Osborn has what you think he has, then he can't keep it. Not ever.

The nightmares are mostly gone, but you still remember Carnage's inhuman cry.

Opening the doors to cold Storage, you leave a cart in the way of a door in case the locks were to reengage, and head inside. It's much cooler in here, and you see that there's a lot of things in here. It's less of a storage room and more of a storage warehouse.

You maneuver your way through the labyrinth-like cold storage, looking for any sign of the project your and Eddie's fathers worked on. It takes a while, the cold slowly growing more and more potent as you go on- your innate sense of direction and perception makes you realize that if security was up you'd be going through a lot of security doors, however they're all open for now.

And, you realize, the clearance seems to keep going up as you search.

Eventually you clear the final security door and enter a large chamber, a large frosted cylinder on the other side of the room, up some stairs. Above it, you see the words 'Project Venom' etched onto metal above.

This place isn't just where your dad's work was stored, you realize with some shock. This place was created around your dad's work. Every single part of this cold storage being there to keep people out from this forbidden chamber.

Looking around the ground floor, you see two locked containers- their doors clear- with two flasks of black ooze within them.

You can feel your heart beating as you step forward, up the stairs, towards the cylinder. When you reach the top, your hand brushes the glass as you wipe away to see what's inside.

And you stumble back onto your ass with a loud clatter, in horror.

Frozen in ice, like a monster from some ice age, is a massive humanoid beast. Its flesh black and oily, covered in frost, the size of three men. A large, inhuman mouth filled with a long tongue and serrated teeth is open in a snarl, its two large, tattered looking eyes narrowed.

Frozen in the moment of a pounce, as dozen of tubes pierce its hide, giving it a constant stream of some unknown chemical cocktail.

And, even though this thing is surely frozen and unaware, you can't but help feel that it is watching -you-.

In the distance, you can hear the sounds of movement from behind you- fast, frantic movement.

You pull Stella up with you, hiding on the ceiling, as you call out to Gwen as loud as your willing to- a loud whisper, really, as she looks back from the monitor she's at and towards the door before joining you on the ceiling. You wait with bated breath for the intruder- other than yourself. Your spider-sense, at the moment is silent. For the moment.

Nearby- the monitor Gwen was looking at- decently large- is playing. There's a very different room and there's a woman with short, slightly curly mouse brown hair and glasses on talking to the monitor. "We've hit a wall. There's been a disagreement between Richard and Norman. Norman's funders want results, urging us to move to trials with the Suit, but Richard feels that it still isn't safe enough."

The woman shakes her head. "Regardless, we need -something- and those two have all but fallen apart. Brock's all but left the project…"

The screen flickers, the woman is there, no longer in a lab coat. She looks tired, worn. Her voice shakes and you notice she's alone. T-this is the first human trial of the Suit, p-possibly the last. We cannot take volunteers, and this is one of the only pure samples left. Test Subject's name is-"

You cut away as you see someone enter the room, the fast pace, quickly slowed as the man watches the monitor- looking back, you see black ooze forming over the woman, fast turning her into a humanoid outfit. All the while, she's screaming.

You see the man stop the video before looking around, and then he looks up as your spider-sense blares and in a quick motion he shoots at where you were. He's obviously not a practiced shot, nor is he really athletic, he's still short of breath.

Norman Osborn stares at you, hatred thick in his words. "You shouldn't have come -here-, Spider-man."

You see Stella's eyes narrow as she and Gwen move- Norman doesn't seem to notice them.

"You shouldn't leave super-villain start-up kits just.. laying around, Mr. Osborn."

You web his gun out of his hand and to the wall next to him with hardly a gesture as he rubs at his wrist and glares at you. You gesture around the room and at the 'Project Venom' on ice.

"I mean... this is worse than flaming swords and a jetpack."

You see the flesh around his eyes tighten as he glances around. You keep yourself on the ceiling, out of his grasp, as you look back at the monitor- the video of the woman back to it's start- her short, curly hair and tired face. You grit your teeth as you realize that woman's probably the thing in the tank, right now.

You see Osborn, still angry finish looking around. "Well, I'm at your mercy, Spider-man."

He sits on one of the stairs and looks nonchalant even though you see he's trying hard not to shiver from the cold. Stella and Gwen seem to be at the ready in case he tries something.

* * *

**OO**

* * *

**The DEVIL**

* * *

"Boss, there's a situation in cold storage, ti seems. I can't access everything, but Norman Osborn's in there, along with Spider-man. And there's something nasty in there too."

Silence

"..Boss?"

"…aha.. !"

The man swallows as he watches the feed, as his boss clutches his chest, laughing, green mist swirling around him. There's nothing else- no sonic distortion, just laughter. Eventually, he pulls a green mask over his face and looks at the Camera.

"Are you.. Alright boss?"

"Never Better, Phineas! I'm an all new man!"

The Goblin looks around the shattered areas before cocking his head. "Something nasty, you say? Cold Storage? Well, let it go then, let it go! The cold never bothered -me- anyway, Phineas. Let's see what thing Osborn's got hidden away in action. It'll buy me more time, anyway."

"…yessir."

* * *

**OO**

* * *

You subtly gesture for Gwen to go to R&D as you maneuver yourself. She nods- and is out of view in moments. You take a deep breath as you try to keep your voice chipper.

"Well some sources said your security was down and your door was open so I stopped by to check things out after that whole Hob-Goblin thing... and I find... THIS."

You try to play off the humor as Norman almost, almost looks amused.

"So, Project Venom, that sounds pretty ominous."

Norman's good mood front stays. "Well, when your life is utterly ruined and you can only look back and taste ash and defeat and every other venomous emotion there is, it feels appropriate. This is the project that damned Oscorp. No, it was the project that damned -me.-"

"You seem to be taking this pretty well, who's the woman? The one you made sacrifice herself for this project of yours?"

Norman shuts down into an emotionless machine faster than you can blink. "I'm not saying anything, Spider-man. After all, you've got nothing on me. Not legally, at least. In the end-"

He looks like he's moving to try to take control of the conversation as the lights turn red, your spider-sense starts to tingle, and an artificial voice comes on over the speaker. "Project Venom Cryogenic Stasis power has been cut. Repeat- Project Venom stasis has been cut. All personnel please evacuate. All personnel, please evacuate."

You see Norman pale and grow incredibly angry at one. "WHAT DID YOU DO?!"

You both freeze as you hear it, a low roar, as the glass cylinder -Cracks- violently. You feel something staring at you intently as your Spider-sense beings to blare loudly.

Yeah. You're running. Running, far, far away. Landing down, you grab Osborn. "Firstly, this wasn't me. It might have to do with the asshole that actually breached your security that I followed in."

Secondly? "We're getting out of here." You layer as much strong webbing on the glass's cracks as you can as you hear something else break- you see Stella slam her elbow into the covers of the two containers holding the flasks before she reaches in and pockets them.

"What the HELL are you doing?!"

She grimaces as she notices you've seen her before leveling a look at Osborn as if to say 'why the hell do you think I'm taking them?' The three of you head out. Osborn isn't saying anything, but he's watching behind your shoulder as you carry him.

Once you think you've made it half-way you head a colossal roar as your Spider-sense still continues to tingle. And then you start to hear destruction behind you.

You're having to be more careful with all of the twists and turns and different ways- even with Osborn directing you, it takes time. You're still ahead of it, but you can hear it getting closer. It doesn't have to be careful like the three of you do.

It's an engine of destruction.

You've reached the final third, still with a good lead.

Oh god, you need to get out of here.

You're heading towards the exit as you breathe deeply, you notice the room's been getting warmer. The thing behind isn't done yet, either.

You hear it getting closer and closer. Seeing the exit ahead, you give a sigh of relief and move to websling yourself out, only for Osborn to accident knock your arm astray as she shouts something.

"She's coming!"

You release the webbing and watch in horror as the cart you placed there is pulled out of the way and the door slams shut, closing with a 'beep.'

Leaving you trapped inside, reaching the door, you see Osborn trying to get the door open and failing, as you see it in the distance, charging. It stares at you as it pauses and rears back, roaring.

**_"HUNGER!"_**

"I'm going to hold it off. You two get that door open. You have any tricks up your sleeves?"

Stella nods as she pulls out her sword- which you're pretty sure she didn't have on her a second ago and should be at Felicia's- and points it at the door. "I'll cut through it."

Osborn shakes his head. "Absolutely not. If she gets out, there's no telling what will happen!"

Stella's response is curt and cold. "And if we don't get out, then it'll be free to break out on its own time, with nothing to stop it."

Stella's waiting for the final word from you.

"Don't. He's right. If it's in here, it can't flee so easily. And if someone tries to shut us in here with it, we'll always have a backup escape plan. That said, you know how to take it down? Any weaknesses?"

You see Norman Osborn look amused. "I keep her under constant cryogenic and drug-induced sleep because I couldn't find a way, Spider-man."

Stella waits by Osborn, quietly guarding him. "I'll make sure eh doesn't try anything. Stay safe.

He seems like he isn't saying everything, but you've come to expect that. You walk closer towards the monster, which seems to be waiting for you.

Watching you.

As you ready yourself, a distance away, tentacles spring up from its back as it howls in what sounds like agony. You're in a rather spacious area- a laboratory in the cold storage it seems, and there's nothing in the area except a few chairs and desks at the edges.

"Osborn, what was her name?! Tell me what her name was."

You hear silence before Osborn's voice carries over. "..that's irrelevant, stop distracting me."

That's all you hear from him as you turn back to Project Venom, frustrated.

"You were a person. You had a name, a life. You can't just let this thing win. I can help you."

You think for a moment it's listening before it grabs at its head and shrieks.

"PARKER! IT HURTS! PARKER! NEED YOU!"

As countless tentacles reach out to engulf you.

It's roaring unintelligibly as it focuses upon you.

"IT NEEDS PARKER. NEEDS IT. HURTS SO MUCH."

You deftly dodge the first onslaught of tentacles, as Venom growls in rage and pain as a second volley comes for you. Jumping out of the way, your spider-sense warns you as you seem ore tentacles grab you by the legs and start pulling you in.

You can't manage to get a good, strong enough grip as it pulls you in. You're sinking.

Sinking into an endless black abyss as you hear a tired, pained woman talk.

"It needs you. Needs you more than me."

You aren't free. But you aren't being eaten, your will is strong enough to subvert that much.

You're not sure what's going on here, but things aren't looking good.

You try to reach out and grasp control, but all you hear is the woman's howls of agony.

"IT NEEDS YOU!"

You feel the blackness around you has focused upon you more as you feel pressure down upon you- trying to overwhelm you, control you.

Consume you.

And then it ceases as you distantly hear the sound of crackling electricity as the blackness weakens, even as you and the woman scream in agony.

It's weakened.

You wrestle control- separating it from the woman and drawing it to you. It responds quietly, peacefully, like another part of your body.

As you come to your senses. Looking at yourself, you see black-almost seemingly purple in the right light- looking skin and on your chest, there's A large, White Spider-symbol.

To your side, your aware of a woman laying there, unconscious. Hearing the door open, you see Norman Osborn drop what he's doing and run to the woman's side, tears in his eyes.

And in the depths of your being, you feel the slightest stirrings of hunger.

* * *

_**END**_

_**To Be Continued**_

* * *

**_Please Review_**

* * *

**Publishers Note:**

**Norman seeing Stella**: If you read the previous chapters you know Norman met Stella during Thanksgiving living with the Parkers, so I bet most of you are thinking he now knows her true identity and might connect Spider-Man being involved with the Parkers. This is not the case and it's not a plothole, again I will remind you that Stella's innate power is illusions which effects everyone else except Peter and those who are highly or mostly connected to magic such as or . Norman does not have magical awareness so he's probably seeing someone else in the place of Stella.

Well now that that's over, see you next time!

* * *

**Equipment:**

****Limited Police Information: **Peter Parker now has access to police logistics and information (limitedly) through Gwen Stacy. If you need to find out anything the police know on minor matters, she can tell you. More classified subjects are above her level.

*-Assumed that Peter gets respectable gifts

**STRONG WEBBING INVENTED**. This thick substance is able to go through your webshooters, but just barely. It also requires more use per cartridge, meaning that you have less usable- not advisable for web slinging unless larger cartridges are in use.

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive**- a removed computer hard drive. Contains files left by your father.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning.

**Web Shootersx2**- Roughly made, but they do the job. Each one can fit six cartridges- has rotating cartridges that can change between webbing types.

**Web fluid (6x)-** Six cartridges worth of regular webfluid.

**Strong-web-fluid**- Six cartridges worth of strong webfluid.

**Spider-man costume (Durable)** - You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume.

**Spider-man costume (sonic-proofed/Agile)-** It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh.

**Spider-man Costume (Stylish/Agile)- **It's a light, thin material that allows you full mobility. However, it offers you no extra protection. You're friendlier looking, so fellowship rolls to those not hostile increase by three. This costume also offers you no protection from the cold- better wear some thermals or you might get frostbite... everywhere!

**[Equipped] Symbiote Suit: **It appears to be more tamed around you…for the moment, however you feel the smallest bits of hunger.


	42. Gluttonous Entity: Escape from Oscorp!

**CHAPTER 42**

**Gluttonous Entity: Escape from Oscorp!**

* * *

You look down at Osborn, clutching the woman to him. You can faintly hear their breathing as you see Stella watching you, seemingly wary. Down the hall you can hear noise- distant movement. The suit breathes for you- you let it. Your sight and perception have been boosted and you feel better than ever.

You feel a little hungry, but that's nothing to worry about. However, with the door having been locked you realize the security's back on, most likely.

You watch Osborn check over the woman, seeing him worried and relieved for the first time. With how he's been acting, it couldn't be, could it?

"Osborn… is that woman. She's your wife, isn't she? She needs medical attention- she been wearing that thing for who knows how long and you've had her in a cold storage."

His shoulders tighten up at your voice. "I know that."

You notice that he doesn't directly answer your question. He doesn't look in your direction, either, as he pulls out a phone and calls a number. "Stand down security and erase all camera footage for the next ten minutes."

He picks up the woman and is still staring away. "This is the most I can do for you. I didn't see anything."

Stella looks unhappy, but she's making a motion at the door with her head.

Before heading out, you pause and look back at Osborn.

"I'll return to discuss things with you later."

Heading out the Door, Stella follows you, keeping three steps distance between you and her. You can tell she's watching you, even without looking at her. Honestly, this thing's pretty useful.

Taking the directions, it takes you seven minutes to get to R&D, roughly. When you get near, your pace picks up as you smell smoke and notice that there's sprinklers going off from the ceiling.

Entering the R&D wing, you notice that the place is in disarray- there's scorch marks, broken equipment and smoke on top of the large amounts of sprinklers running.

The water is cold as you walk through it.

There's some shattered windows by the entrance of the R&D wing, the glass shattered inwards for some of the windows, strangely enough. You can't see Gwen, though

There's about three minutes left before security's back on and someone's made a mess of the area. Behind you, Stella looks alert, a familiar gun in hand.

"HEY, Scarlet Spider, you there?!"

You call out as you look around the ruined lab. There's no noise for a few moments before, eventually, the familiar Red and Blue design of Gwen's alter ego appears.

She's moving carefully through the rubble, but eventually she reaches you and pauses, looking at you.

"Pe-Spider-man, what happened to you?"

Gesturing at the broken window with a thumb, you start moving towards it. "I'll explain in a bit. We need to get out of here."

Heading towards the window, you move to web, but as you think of doing it, webbing-like tendrils shoot out and latch onto a nearby building and begin retracting, pulling you towards it. A second later, your clinging to the side of the building. Wow, this thing responds to your thoughts. That's pretty useful, honestly.

It isn't long before the three of you are sitting on the top of a building a fair distance away- Gwen's shivering a bit from being soaked, though. She's looking at you concerned. Stella's expression mirrors hers.

"Peter- what is that thing?"

Both are staring at you as you look down at your hands, coated in what almost looks like shiny black latex. It isn't though. Not by far. There's more of it that is both nearby and far away at the same time, coming from the direction of Stella.

"We should relocate to somewhere warmer to discuss this, but first- Gwen, what happened to the R&D facility?"

She shakes her head. "It was wrecked when I got there. Seems like whoever broke in wrecked the place to make sure that nobody could tell what they were after."

She pauses at the rooftop edge before looking pensive as she puts back on her mask. "The scorch marks looked familiar, though."

You nod as you lead the three of them to the Lateran Embassy- arriving, you notice there's no lights on and even when you tried to knock on doors and windows, there was no response. Seems like nobody was home, which, upon thinking about it makes sense. They revealed themselves earlier, which means that they wouldn't need to hide here.

Holding what would be the bridge of your nose in exasperation, you apologize to Gwen and Stella.

"Look, I need to go get my clothes and call some people, alright?"

Gwen curiously looks at you. "Really, where are they at, Peter?"

Thinking, you chuckle nervously. "Well, back in Queens."

You feel like you're being stared at blankly behind her mask as you see her shiver. "I'm going home and getting changed. I'll call you in a few and we can find somewhere to meet up, like your house. If that doesn't work, it can wait until tomorrow."

Extending a hand, she swings off before you can reply as Stella stands there, waiting. She's trying not to hide it, but she's slightly shivering too- the slightest hint of gooseflesh visible as you realize you aren't even cold.

Heading back to queens, you stop by your clothes as you search for your phone- you recall that you kept your untraceable one in your belt pouch but it seems to be gone- along with your costume and webshooters- so you grab your 'civilian' phone pulling it out you go to dial the Storms (manually unfortunately)- but both of them aren't answering- the phone goes straight to voicemail for both of them.

You groan as you feel the symbiote vanish as you think about putting on your clothes- Stella embarrassedly averts her eyes until you're dressed, minus your equipment and undergarments and suit.

You head on home after draping your coat over Stella's shoulders. She looks at you, worried, as you give her a shrug. "I can't even tell that it's cold anymore."

Heading back, even though its supposed to be freezing out, you feel like it's a nice day. When you get back, everyone's asleep, so you quietly let yourself and Stella in. Your phone rings in your pocket as Gwen calls.

Answering the phone, Gwen immediately asks you a question.

"Peter, would you mind if I come over? My father's not going to be back until the afternoon tomorrow, so I can talk tonight. And, that costume of yours worries me. It's that thing from your father's notes, isn't it? If so, who knows what could happen?"

You remember the woman- covered in black ooze, turned into a monstrous beast made out of teeth, rage and agony.

You let out a sigh. "Yeah. Better safe than sorry."

You hang up after she tells you she's no the way as you head to the kitchen. Opening the leftover-s you eat. And eat.

After the point you've finished eating the leftovers you realize you're still hungry.

Still so hungry.

Even when Gwen calls to tell you she's arrived you're still hungry. You're careful to not eat everything, just enough. But it doesn't sate the hunger.

Heading down to the basement, Gwen smiles nervously at you as the three of you settle down there. Stella shakes her head, coming back from the direction of the lab's freezer.

"This is dangerous. We should go somewhere where Aunt and Uncle can't get hurt if things go bad. Like that girlfriend's place of yours, Peter."

Gwen looks confused and a bit lost as you look at Stella. "Stella. That's enough."

"Peter, why did she bring up Felicia's place? Is she off visiting family?"

You give Stella a look. She stares back impassively.

"She didn't say, honestly. It's possible that she's doing something related to her family, though."

Gwen looks unconvinced. "Look, Peter, you've trusted me with a lot of things. Why won't you trust me with this?"

She pauses and shakes her head, a defeated look in her face. "Right. Can you go get those notes on that suit then?"

Stella watches you, disappointed, as you head over and grab the bag containing the notes- but it feels lighter, somehow. Opening it, you see that the bag seems to have been opened- the notes are untouched but it seems whatever dark liquid that was in your dad's countermeasures is now gone- the thick bag containing it burst- the notes unharmed- as you notice more to the inside of the bag- seems like there had been some sort of device in there, too.

Pulling the notes out on the suit, you sit down and watch Gwen try to figure them out- they're still outside of your expertise and you'd need like three doctorates to understand all of what this thing is- what you've already figured out was already put to note in a separate piece of notation you wrote out.

After a while, all the while Gwen seems to avoid talking to you, you see her set down the paper and shake her head. "Well, it's a suit that's designed to support the body and augment it. That means that it's part of you- if what your father notes here- it was based off of his DNA, which means you'd be the most compatible with it. But, there were problems- mainly the energy requirements for it to even work. It responds to bioelectrical changes- it uses the electricity of your nervous system to tell it what to do- to an extent, anyway.

"Have you felt any strange changes, Peter?"

"Yeah, I've felt a little hungry, why?"

Gwen looks thoughtful as she nods- making a few notes. "Alright, so I've come up with some theory here- the first is that this thing makes you hungry- the more you use it, the hungrier you are- and like a body, it might turn on you if you get too hungry. Secondly- based on what you've told me about this thing- you should be careful to keep in control of yourself.

"If you give into the hunger, or any other emotion, it'll probably respond. So you cannot, and I cannot stress this enough, lose control of yourself. Secondly, you need a way to get this off of you, and soon. Who knows what it'll do to you, given enough time."

She pauses. "Regardless, I'm going home. Good night, Peter."

After you escort her out- she remaining quiet- you turn around to see Stella staring at you, looking like she wants to say something, but shakes her head and heads upstairs.

You head up to bed and lie down as you feel it in the back of your mind, always hungry. You slowly drift off to an uneasy sleep.

**OO**

The cold feels good to you, for once. The bruises bother you less as you walk out on the cold Christmas night. It was just as bad as a normal holiday. No, it was worse.

Your old man was especially brutal tonight.

Not like you would have changed how you did things, though.

How dare the old bastard try to hit mom or Jesse. You don't hit girls, no matter what. Hitting another dude's alright, but if you hit a girl, you're no better than filth.

Your right hand aches as you remember the feeling of your fist hitting your old drunkard of a father's jaw. Knocked the old bastard down- Jesse and Mom were safely locked away in a room.

Mom can blame you for making your father angry. He can hit you, you've learned to take his hits. You've learned to be strong, stronger than tears.

You don't know where you're at, exactly. You left after hitting the old drunkard- afraid what you might do.

Rifling through your pockets, you pull out the army application in your pocket and look at it before stuffing it back in.

You could go for the army- be a real american hero. You could go to college- get through with sports.

But what is it you should be doing.

There's a scream nearby- in a dark alley. Rushing, you see a woman being pressed against a wall by some fucker. You're already moving- your shoulder slams into him as you kick the knife in his hand away- you're yelling for the woman to run.

You're not weak- years of football and silent endurance have made you strong.

The bastard goes down in a couple of blows- out cold. Nearby- you can hear the woman on the phone talking to what's probably the cops.

You wait around for the cops to arrive- the woman's crying and thanking you, but all you can do is weakly smile. It doesn't take long before they do get there- taking the bastard you've knocked out and your statement, along with that of the lady's, then and there.

One of the officers talks to another before the man nods and walks over to you with a sigh. "Son, I'm not going to ask why you're out so late on Christmas Night. But you did a brave thing today, you saved that woman from a terrible fate. We could use more people like you."

The officer scratches at his chin. "I'm going to warn you that if I catch you out this late again I'll have to be more strict. Understood, son?"

You nod as the officer waves away. "Now, you should get home."

You nod and head off- glad you didn't have to deal with the humiliation of being brought home in a cop car or having your drunkard of a father come grab you. You head in the direction of home and keep walking, eventually stopping on a park bench in front of some playground below a street light.

Looking down- you see a shadow stretched out before you- white eyes and a spider-emblem on its chest- the shape of your hero Spider-man in black and white before you rub at your eyes- the shape gone- only your own shadow stretched before you.

Getting home to head to bed you glance back at the bench as you feel like you're being watched from the shadows.

Weird.

* * *

**_END  
To Be Continued…_**

* * *

_**Please Review**_

* * *

_**Publisher's Notes: **_

_**Venom Version:** _The symbiote that Peter is wearing right now is the Ultimate Venom version, just a parasite that has been weapon-ized by Oscorp. It is not the original sentient (616) symbiote which was the one Agent Venom and Peter were wearing in the future, it is still roaming around.


	43. No Colors Anymore

**CHAPTER 43**

**No Colors Anymore I Want Them to Turn Black**

* * *

**Peter Parker**

Morning comes too soon.

Pulling the pillow off of your head, the alarm blares loudly as you squint in the morning light. You… Don't like the light. You feel weaker, hungry.

Always hungry.

But, that's no point in sitting around, doing nothing. You should get dres- you look down to see that you seem to be dressed now, in a normal looking attire- the faintest hints of black ooze turning into a blue shirt. It's the day after Christmas, so that means you don't have school until after the new year resumes.

A part of you, like a second brain, just wants to close the curtains and sleep until night, upon which you should go eat. You try to ignore it.

Calling up Felicia's number, you are sent to her voicemail. After the beep, you leave her a message that your other phone, along with costume was destroyed and a lot of bad things were happening, so if she could spare a moment to call you back, that's be great.

Calling Sue Storm's number, along with Johnny's, all you get is immediate notice that their number is currently unavailable and that their voicemails have been disabled.

More than slightly worried, you grab a bowl, box of cereal and some milk as you head down to the basement and try to get some news. Your clothes are still suit-ooze because when you tried to put on another shirt, it ate it.

Flipping through the news, it seems like Johnny and Sue are fine, they're apparently doing some talks with Reed Richards and Ben Grimm later today on live television, especially concerning the whole 'superpowers are real' thing. Which is, while good for them, bad for you. The military is likely to be crawling around them now.

Maybe Doctor Spyral? Regardless, the idea of people with superpowers has an interesting reaction from both political and scientific groups. There was a note about a fire that destroyed the R&D wing of Oscorp, but it seems like nobody was harmed. Seems like they covered up the break in.

Finishing up the box of cereal, you find yourself still hungry.

Locking up the basement, you make sure your hands are cleans before you start to fiddle with the hard drive. Except you feel distinctly uncomfortable while you do so, for some reason. Eventually, you get it all put together properly and start up the hard drive, as you look for all traces of your father's work on the suit.

You sit down and start searching for notes, details, ANYTHING you can find on the suit. For the most part, it's little more than what you've already seen. Just digital copies of his notes on the process of early parts of the suit- they'd be useful if you actually understood how all of this worked.

And then you find one last file, all but deleted as you work on restoring it. A video- it seems set around the same time as the last one you saw from your father, perhaps.

He's sitting alone as he shakes his head. "I met up with Norman, I found a way to destroy the suit, like we both wanted. That thing's all but destroyed our lives, but I couldn't tell him. Not with what I saw Emily do to herself to try to save this project. The way I have to destroy the suit would kill any normal person who has it on them."

Your father looks horrified.

"We've gotten her cryogenically frozen for the time being. But, the way I found to destroy that thing would kill her, so Norman and I have decided to put all of our efforts into saving her. I've called Ben to come over and watch Peter for the time being, until we're done. This project's ruined my marriage, my friendship with Carl, but I'm not letting it take Emily's life, too."

Richard Parker sits as he looks at the camera. "Peter, if you're watching this, then something terrible has happened to me and you're staying with Ben and May in our old house, like my will states. Your mother won't get custody of you, I've already seen to that. Not after…"

He holds up some files, revealing the briefcase from earlier. "That means you've already found this. Don't touch the security measures I've put into it, they'll ruin the files for sure. And Peter, I have one last thing to ask of you."

Your father leans in, smiling sadly. "If you find any part of my cursed project, please destroy it. Don't let anyone else suffer from this monster we've bottled. You need a lot of electricity to destroy it, if my math's right. Unlike Frankenstein whose monster was born of lighting, my monster's life ends with it."

The date on the video is the day before your father's death.

You're not sure how to deal with this, but you keep a lid on your emotions. There's a lot in that video and you're not entirely sure how to deal with it. And trying to deal with it, here and now is not a good idea.

Not at all.

But, you know of a solution, if you desperately need one.

Unhooking and hiding the hard drive again, you keep yourself focused. You need to do something, get you mind off of things.

You should go for a walk. Clear your head. It's the best thing to do- keep a clear head and keep calm.

Heading upstairs, you look around for Stella and find her in her room. Knocking, you can hear her get up and unlock the door- when she see's its you, she looks at you passively.

"Hey, I was going to go for a walk. You want to come along?"

There's a pause before she eventually nods. "Sure. Give me a minute."

A few moments later, the two of you are walking down the street as Stella gives you an appraising stare like she wants to talk.

You give her a nod as the two of you find somewhere out of the way to talk- the park nearby is filled with kids, so the two of you walk until you find a small, quiet isolated area and sit on a bench.

Sitting down, Stella looks over at you. "Have you managed to find out anything?"

You tell her what you managed to learn of the suit and what your father's cure was. Stella nods her head sadly. "…I feared as much. From what I know, CARNAGE was weak to electricity once, too. I'm not sure if it overcame it or its choice of a host, but it adapted and changed. Your father's suit was probably what was the basis of that monster."

She glances over at you before resting her hand on yours. You feel disgusted as you can feel it urging you on to devour, consume. Always hungry.

"I… can't stop it, not without hurting or killing you, Peter. That means I literally can't do anything- I'll become helpless if I try to hurt it because doing so would harm you."

She looks away as her hand tightens on yours, shaking. "…I could take it. I'm tougher, I might survive its destruction, Peter. And if you don't survive…"

She's cut off as you hear screams in the distance and see a large, armored SUV clip a corner and almost hit people as it swerves down the road, pursued by cops. You feel a hand push you as Stella gives you a sad smile. "It can wait. People need you help."

You squeeze her hand back as you give her a smile. "Yeah, I guess they do need our help, huh?"

Stella stares at you surprised before a soft smile spreads across her face as she lets you pull her up. "Yeah, I suppose so."

The two of you run out of sight and into an alley as you feel the suit act- forming the Black Spider-man outfit as you extend a tendril with a thought as the two of you are on a rooftop. Stella looks over at you before looking down- the car's still a distance away, but it seems like they have the sunroof open as you notice a masked man raise his head and fire before ducking back in.

Stella looks at you. "I could take out a tire, but civilians could be hurt. What do you want to do?"

Looking around- even though most are out of the way, it's not impossible. The armored SUV is heading down the road in your direction, it'll be a matter of moments before they pass by.

Looking at Stella, you nod over at her. "Make an illusion to stop them, I'll jump in and take them down."

Stella gives you an uncertain look but eventually nods as you watch the car screech to a halt, but you're already in motion- down into the sunroof, as you land on the floor of the spacious armored SUV. A masked man looks surprised as he raised his gun.

"Looks like a spider fell into our vehicle. Let's squash it."

As they let fire into you. It hurts- as four Uzis let loose into at short range into your body. It hurts badly as you feel the suit react, trying to patch you up.

**_hurts hunger_**

You feel it impose its hunger upon you.

No. Oh, god. No.

Please, no.

**_Hurts. Hunger._**

You hold at your chest as you try to suppress it. No. . You hear the man lean forward. "Still alive, are we? Impressive. Let's fix that, shall we?"

The man's voice is casual and amused as you feel the gun barrel against your head. "Oh, where are my manners? I'm the Crime Master. Any last words, Spider-man?"

**_HUNGER!_**

**"HUUUUUUUUUUUUUNGER!"**

* * *

**OO**

* * *

**Flash Thompson**

Walking down the street with your younger sister, Jesse. She's just turned twelve earlier this year, and after yesterday, there has to be something you can do to help cheer her up.

You're her older brother, after all.

Walking down the street you pull her to the side, far from the road, as you hear police sirens as you see them chase after an armored SUV that screeches to a stop a little ways down the road from the both of you. You smile as you point to a figure, in a different costume but familiar nevertheless, drops down into the vehicle.

"Don't worry, Jesse. Spider-man's got this."

Your confident smile slips seconds later when you hear the sound of gunfire and then a loud bestial roar. The men in the vehicle pile out, scared as the door opens as one of them jumped out of is torn off the hinges- the four men screaming as they run. A form collapses out of the door, facing away as you feel… uneasy.

Before you can stop her, your sister called out. "Way to go Spider-man! You got the bad guys!"

Terror takes you as the form turns. That thing….

It isn't Spider-man at all. Covered in teeth with an inhuman jaw, it snarls at the both of you as it cries out with a monstrous voice.

"HUNGER! FEEEEEEEEED!"

Its white eyes narrow as you instinctually step forward, shielding Jesse from view.

**_You will die here._**

"Run."

Your voice is firm even in the face of this monster, which mocks your hero- tarnishes his good name. You'll buy her as much time as possible.

**_It will consume you and keep consuming without end. It is an abomination._**

"RUN, Jesse"

You don't look back, your eyes locked onto this… monster.

"But… Eugene… y-your shadow."

You spare a glance as you see it- Black and White- Spider-man, but not, as you hear a voice inside your head.

**_"Your life is forfeit, but if you share it with me, I can save you. Your life forever changed."_**

A cloaked figure lands in front, not looking back. "Run you two! RUN!"

It sounds like a girl, about to cry. Jesse's eyes are locked onto the flowing darkness around your legs.

**_"We shall be the Hero to this abomination. A Venom that strikes it down. But, be warned, you might not even survive the attempt."_**

* * *

**_Song:_** **[Kill la Kill]:Before My Body Is Dry (Dont Lose Your Way)**

* * *

'I…'

Your foot hesitates…

'I want to be a hero.'

But you step forward anyway. Into the darkness that wraps you. Darkness overtakes you as you're overwhelmed by everything terrible.

Your father. the beatings, disappointment. Why couldn't you please him? Why was nothing EVER good enough for him?! The anger, the memory of his bad habits. They'll haunt your forever.

Your mother- always favoring your sister. Blaming you for your father. Looking at you like she looks at him. All you ever wanted was for her to love you…

The darkness is crushing you down, your anger, sorrow tearing you apart. All the things you've done.. How you've made people terrified of you, Flash Thompson. Why would someone like you ever be considered a hero?

"EUGENE?!"

You feel someone grab at your arm- distant and yet nearby. A familiar hand. Jesse… she never feared you. Never judged you. You were her shield. Her protector.

She believes in you.

And.. She wasn't the only one, either.

'You know, Flash, you might not think it, but if you put your mind to it, you can be whatever you want. Army, Football, so long as you don't give up, I'm sure you can do it if you try.'

Parker… no, Peter. Even after so much, he gave you another chance. Believed in you.

You eyes narrow as you take a step forward. And another. There's a figure on the horizon- red and blue. You'll never be him. But… you can do your best to make him, all of them proud!

The darkness fades as you feel a small hand in yours. There's another presence there, supporting you. Protecting you.

Giving you strength in return for a home, a place to belong. It was lost, alone. Just like you. But now, neither of you will ever be alone, ever again.

Jesse stares up at you, in awe. "…Eugene?!"

You give her a nod- it warns you as the girl ahead goes flying past as the abomination.

"Yeah, you should go, Jesse. I'll take care of this."

Your voice is filled with strength, confidence as she scampers off to safety.

The monster roars at you as it readies itself to charge, its muscles bulging with unbridled strength that intends to come bearing down upon you.

"HHHHHHHUNNNGER! FEEED!"

"…Yeah, you said that already."

It's coming to crash down upon you, so naturally, you're going to have to strike back first! Out of the corner of your eyes, you see something by the girl's side- a large, ornate looking revolver- quickly extending a portion of your partner, it brings it to your hand as your arm brings it up to fire- no time to hesitate. No time to doubt.

Your partner fill your arm with strength as you fire off the powerful rounds one after another- all six right into its charging maw, the powerful rounds hitting and penetrating its flesh and knocking it back onto its knees, roaring in agony as it clutches at its face.

One angry eyes stares at you, almost bewildered as its eye narrows. It starts to move, carefully, as dozens of tentacles extend from its back, pointed towards your body, each and every swaying like a rattlesnake about to bite as it lets out a low growl.

You tense, taking a defensive posture as dozens and dozens of tentacles shoot out to strike at you. Each and every one as deadly as the bullets you fired at it, and more than likely with a worse bite. Dodging out of the way of one, which becomes two, which becomes five, you pull yourself out of the way of the others as your partner extends webbing from your wrist- the superfluous material breaking off to decay as you land.

Grabbing a retreating tentacle, you pull on it, exerting force, the ground cracking under your feet as the beast is pulled up into the air above you before you pull down sharply and uppercut its jaw with not only all of your strength, but that off gravity's assistance as well! Twice the force!

Teeth shatter as you send the thing flying as it groans and collapses into a pile of limbs. Letting out a sigh, your partner warns you to be careful. Turning back, you see it roar- a new mouth and head forming. Man, and just when you'd though that you made the winning touchdown, it seems like you're back in for overtime!

The thing gets to its feet and rampages for a bit- as the street's torn apart- as a power line falls down, you see it move away, watching you carefully with the calculating eyes of a beast- its tentacles called back as it paces, growling even though it looks like it's got indigestion.

It watches you carefully, tentacles twitched, but you know what time it is. That thing's afraid of the power line, so its time to give it the thunder! Readying yourself in a classic pose you've used a thousand times to make an aggressive charge, you let out a roar like you would on the field as your partner listens to your plan silently, approvingly.

As you pass the power line, you extend back an arm as you web and pull the power line to you as you prepare to make one hell of a tackle! Slamming your shoulder and the live end of the power line you can see it glow with electricity as it screeches in agony.

Behind you, you can hear someone cry out- turning back, you see the cloaked figure rush past you- towards the melting monster- before you can see who, or what it was they're both gone as the black ooze slides away. Your eyes narrow as it suddenly surges and sinks into the nearby storm drain. Your eyes narrow as you feel your partner's fury, but with a calming thought, it relaxes into you.

Looking towards the side of the street- you can see Jesse watching in the distance, looking excited as the police come in- you lend a hand by webbing up the nearby terrified thugs before they can get away and recover from being paralyzed with fear, including their boss- the so called 'Crime Master.'

You slip away before any cops or reporters can get nearby, and with your partner's help, it isn't long until you're walking up to Jesse's side. She looks excited and in awe as you lean in. "Hey, let's just keep this a secret between us, alright?"

Extending a pinky, she takes it and offers an oath solemnly before she looks at you. "This means I'm getting cocoa, right?"

Letting out a groan, she runs off ahead of you as you hear the amused murmurs of your partner. Your life's never going to be the same, but for just a little bit longer… it can't hurt to pretend.

* * *

**_END_**

**_To Be Continued…_**

* * *

_**Please review**_


	44. Friends of Conspiracy

**Chapter 44**

**Friends of Conspiracy**

* * *

_**Last Time:**__ The Suit goes out of control, turning Spider-man into a horrible monster! But, before the suit's able to rampage and fulfill its never ending hunger, a mysterious Hero appears and saves the day!_

* * *

**_-Spider-Men?_**

_It has come to the Daily Bugle's attention that there are multiple individuals who have appeared with Spider-man's appearance, two of which dressed in black and white, one of which that turned into a horrible monster. It is our opinion that there are multiple imitators out there, some of which being superhuman extremists who are trying to ruin Spider-man's good name with the people._

_For the current time, The Daily bugle considers the 'Spider-man monster' to be a different individual than Spider-man, especially considering that it seemed to act differently than Spider-man's previously figured patterns without even bringing up the existence of the other 'Spider-man' that appeared moments later._

_-J. Jonah Jameson- re-established editor of the Daily Bugle_

_"Cletus Kasidy escaped!_

_"Today, the New York Police Department reports that…"_

* * *

**The Moon**

* * *

It's been a long two days. You've been on wait, uncertain how to act, how to respond. Especially after what happened. Ever since Peter went out of control with that suit his father made…

You sip your coffee, feeling disgusted with yourself. But, then again, you've felt that way with yourself for a while now. Ever since you ran away.

You are Gwen Stacy.

And today you're having a very important meeting.

You're in a park, not too far off from either one of your homes. It's the first time there's been any good news. Peter' fever has broken and he seems to just be sleeping off whatever that suit did to him.

And if you hadn't been so…

Shaking your head you look over at the person who sits down beside you. Her black hair's a mess and her green eyes seem bloodshot as she look at you. "How is he?"

She lets out a sigh, shaking her head. "Better. Not awake yet, but he's not feverish. My illusions have kept Aunt May and Uncle Ben off his back. Not like they can know…"

You offer her shoulder a comforting grip. That's right. Neither they nor anyone else could know. Especially after the suit went berserk. If anyone could link that to Peter…

His life would be ruined. At best.

You glance over at the girl. She called you here to talk about something important, but couldn't say what. Personally, you've been curious about what's so special about Felicia Hardy that Peter won't let you know. You might have screwed up, big time, but it hurts not to be trusted. Especially since the girl knows who you are. You're not so stupid as to not have figured that out.

"So, why did you call me here?"

Stella looks hesitant, like she's committing some betrayal. You know the look well enough, when you tried to keep your distance, tried to keep Peter safe from your own stalker. You should have…

Grimacing, you shake your head. "If you don't want to talk about it yet, then I have a question? Who is Felicia Hardy? Why's Peter so hesitant to have her around me or talk about her to me?"

She gives you the same look before setting down a folder and looking away. "I can't say anything. I've been told not to. I can't go against what I've been told not to do."

You grab the folder and pick it up, quietly reading through it. There's a feeling of betrayal there, certainly. There's nothing from what's written that outright states anything, but it gives implications. Implications that Felicia Hardy is the Black Cat. You're not sure if you want to laugh or cry.

That he'd do so much for a thief. He picked her, over you. Hid her identity from you, while giving you away.

You look over at Stella, slamming the folder down as she almost flinches- the wood cracking under you hand.

"Why?"

The word is desperate, and the speaker sounds lost and betrayed.

It's only seconds later you realize that this is your own voice.

Stella keeps her head looking away. "I don't trust her. She's up to something. That's why I need you to look into her. Stop her, if need be."

Hurt runs through you. Despair. Was that all you were?

"So I'm supposed to just go and protect his precious girlfriend from screwing up? Save her despite the hardships that I've had to endure? Is that all-"

"No."

The girl's voice comes out, rough, angry and sad, all at once. "I don't expect you to. I'm asking you to."

The girl look at you, and despite her childish features, you see disdain in her green eyes. "I don't think any of you are good enough for him. But Peter seems to treasure her, worry about her more than anyone else. I hate her, can't trust her. But…"

The disdain fades as she looks absolutely miserable. "…But I don't want to see him sad, either. There will be a day when he sees that woman for what she truly is, so until that day I have to at least try to do something. But, I couldn't also just sit and let you suffer, either."

The folder vanishes into smoke- you wonder if it was ever really there as Stella sits there, silently. There's emotions crashing inside. Betrayal, sadness, anger. Despair. "I'm not asking you to protect her. I'm asking you to find her, watch her. And then tell Peter what you've found out. By the way, our meeting never happened. I will deny any existence of it."

The girl waits there as you sit there in the cold. You sip at your coffee.

You sit there.

Thoughts swirl through your mind. Olans plot, indecision. You feel disgusted with yourself as you croak out an answer.

"…Fine. I'll do it."

Stella looks at you and nods, vanishing. You wait a few moments as disgust and self-loathing fills you. Staggering to your feet, you walk further off- tossing your coffee in the trash. Heading to an isolated area, you make sure nobody's there you vomit from the sickened feeling rising inside of you. before staggering over and collapsing against a tree.

Wrapping your arms around your knees you give out a weak laugh that turns into a sob. Which turns into more. It isn't long before you're sitting in a forest, sobbing your eyes out.

You're disgusted with yourself, with Peter. With Felicia. Disgusted you agreed, because that bitter jealous part of you could twist the situation to your advantage. But still, you're pretty sure you know what you hate most.

The spider.

The source of everything. Had it not been for this, you'd be normal. Peter would be normal. You'd both be living normal lives. None of this all would have happened. It's selfish and terrible of you. But all you want is to go back and stop yourself and Peter, to go somewhere else.

If you'd both been normal, without that horrible spider-sense in your head, maybe you'd be able have gone to your father more willingly about the stalker. Maybe you wouldn't have ran away from Peter.

Maybe. Maybe. Maybe.

Whatever happens, you're going to get dirt on Felicia. You're going to tell her to stay away from Peter or else you'll turn her in, bring her to justice. Peter will likely never forgive you, but that's alright. With all the regrets you have, all the things you should have done…

Maybe you're just someone who shouldn't be forgiven.

* * *

?

* * *

Your body feels weak as your eyes crack open. It takes a second to realize that you're in your own home. You're alive and weak and -oh god you ate that guy, didn't you? How many have you eaten? What have you done?!

Sitting up your arms wrap around yourself as your vision blurs.

You don't feel it anymore. The hunger's gone. Quieted. You shouldn't be here. You could hurt them.

You swallow and try to get out of bed, but your legs are too weak, unwilling to support you. You hear footsteps as you see Stella by your side, supporting you.

"Peter, are you alright?"

You look at her and she how disheveled she looks. It seems like she's not slept for a week. She gives you a relieved look.

Your voice is cracked, weak. "-ay. I'm dangerous."

She shakes her head and draws you closer, into a hug. You tense, afraid of it being there. Of the hunger. Of you being a monster. But nothing happens. It's quiet. Gone.

You feel tears against you. "You idiot. You stupid idiot. You're not dangerous. You didn't hurt anyone. You're fine. It's gone."

Relief fills you at those words. Letting Stella get you back to bed, she tells you of what happened. There's another Spider-man out there. Black and White and military- your mind can't help but remember.

His blood over you, the monster in the rubble. Please, no. No.

"-ter? Peter?"

You snap back to see Stella staring at you, worried. "So, it's gone then?"

She nods as you let out a sigh of relief.  
"Good."

You let yourself fall back into the embrace of dreams. It takes another two days to get back to full health. All in all, you've been out for about a week. Most of it has been sleeping, but your Aunt couldn't help but be worried. "If you'd been sick longer, I would've made sure you went to the hospital."

It's currently morning. Today's the second day of the new year. You haven't heard from Felicia, which is worrying, but Stella's assured you she's been keeping an eye open for her while you were sick. Gwen's not answering. Again. You'll need to have a talk with her sometime again.

Honestly, the only person who did answer is Flash, who was busy helping his sister out. But he seemed interested in meeting up to continue his studies.

* * *

**_End_**

**_To Be Continued…_**

* * *

_**Please Review**_

* * *

_**Publisher's Note:**_

**Stella Appearance:** People been asking what Stella's disguise is when she's out crime fighting, she looks like, Her crime fighting disguise with the power of her illusions makes her appear to everyone else as a Large, shadowed and cloaked. Ominous figure, with glowing green eyes and covered in chains. Her voice is rather deep and echoing, though female. Peter is not effected by her illusions that's why I haven't described her disguise as much in his point of view.

Also Stella was the one who saved Anya in the interlude after the time travel arc when she fell off the building.

* * *

**I will talk about the characters a bit and how decisions the players made in the quest have affected them and their relationship with Peter.**

**Harry-** there's very little to have done for Harry, but had Peter taken a giant leap of faith way early on in the quest, it would have changed things drastically. He's been on a downhill spiral for a while, though.

**Gwen**-Just so you know, Cosgrove is actually a fan of Gwen Stacy(so am I by the way). Well, before her character was assassinated. So don't believe he's out to get her or bash her.

Gwen's insecure over her powers and doesn't know what the fuck to do. She kinda thinks she's a freak, and when she ran off and everything started to go' that's fucking dangerous' with her spider senses and kept her distance as she grew more and more worried and indecisive because she was afraid she'd get not only herself hurt but the people she cared about, too. She's afraid to go to any authority because she doesn't want the spider-powers getting out to Oscorp and ruining everyone's lives, if not putting them in danger. Had Peter done something dangerous like go to her house or somewhere not public and see her in person, and asked her to come clean to him despite the dangers, she would have. Despite all this, she was also not told when Peter got into a relationship with Felicia and so her trust and feelings took a hit when she was called over to help but found Peter and Felicia in the situation they were. Felicia's attitude towards her was a little more cautious after that which made Gwen think, **believes** Peter had told Felicia who she was because of everything (This is not true, Peter did not tell Felicia, reread chapter 20, the cat's curse allowed her to gain increased hearing so she accidently eavesdropped on both Peter and Gwen when they suspected she wasn't listening).

That's a character driven thing. Peter knows, objectively, that Felicia learned it by overhearing. SUBJECTIVELY, Gwen believes that Peter trusts Felicia enough to tell her Gwen's identity, but that he doesn't trust Gwen enough to tell her Felicia's identity and have betrayed her trust AGAIN. The first time being when Peter called her for help, she rushed over and kicked down the door only to find him with Felicia, which hurt her because she didn't also know that Peter was going out with Felicia. Gwen had originally made plans to ask Peter out that weekend to see Strange's show and try to patch things up and see if they could try again with the whole relationship thing.

It isn't about the right or wrong thing, its about how she saw it.

She's mostly only called on to have her help with things and she doesn't feel like she's trusted or forgiven for her screw up where she isolated herself, and after coming across Peter and Felicia she also realized she's probably lost all chances with getting together with Peter. Gwen's someone that tries to keep to herself, but really wants someone to force the issue and draw her out of her shell.

**Stella**- She's actually a character Cosgrove especially will reveal little on, but with Peter- she expects him to be the better man, so in situations with Gwen and Felicia, since one knows who the other is, she expects Peter to take responsibility and level the playing field. She's trying to take what Peter says to heart, but she's also severely psychologically damaged. She likes to feel needed, which is part of why Mary Jane and her get along so well.

**Felicia**- Peter screwed up once or twice with her, but he's done his best to make amends with her. He's done pretty well, but Felicia actually enjoys being the Black Cat, so that is an issue that will become a thing. She's tried to live normally, but it's incredibly boring for her. This whole plot is something that not only is incredibly important for her, but its allowing her to do the things she enjoys again.

**Mary Jane**- Can't say much, but Cosgrove says there's a chance things might turn out well for her, depending on how things go.

**Flash**- He's decently stable, but that's so long as he thinks people believe in him. If something happens to his sister, he'll kill the person responsible, the symbiote would tell him it's the right thing to do. Peter's a close friend to him, Flash would also get vengeance for him if something happened to Peter such as being seriously injured and Flash knew the culprit.

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**_Please Review_**


	45. So a Lizard Walks into a Hospital

**CHAPTER 45**

**So a Lizard Walks into a Hospital**

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**Peter Parker**

Your day has, so far, been an average one. Well, considering that you're recovering from being eaten by a supposed symbiotic cancer curing suit that turned out to be people-eating parasite monstrosity, you'll take average. There's a lot you should be doing, but you've focused on two things to get clear first.

The first thing you did was to call back Flash and confirm a day to continue his tutoring. He sounded pretty busy, but he said he'd try to agree to the day after tomorrow, if you were good with that. He seemed pretty distracted though, so you might want to call to remind him.

The first thing you need to do, though is get a new working pair of webshooters. Your old ones were eaten, after all. Once you felt like you were up to moving, you headed down to the basement to do inventory for what you needed. Upon reaching downstairs, your stomach tightens painfully, like a bad case of heartburn mixed with indigestion as you feel a headache coming on.

Currently, you could easily produce a rough copy of your old, original webshooters. You could also replicate the revolving, but that might take more time. If you wanted to risk things without prototyping, you could probably whip up some other ideas and try them out. Or, if you really wanted to spend some time today and tomorrow, you could probably go back to the basics and redesign the webshooters- make them more modular or adaptable using your experiences to shape the changes.

You make a list of supplies before getting ready and heading outside. When you breathe in the fresh, crisp, if cold, air, you begin to feel a little better. Stella's tagging along, but she's been pretty quiet. It doesn't take too long to get the materials for your webbing and webshooters.

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_**Song: Kill La Kill OST 15 - I Want To Know**_

* * *

Heading back inside, you begin machining the parts, ignoring the stomach pains and headache. It takes a while, so you frequently have to take breaks. While you rest, you keep an eye on the news. Seems like there's another Spider-man out there. In black and white. Seeing the blurry image, your eyes widen in shock as you nearly fall out of your chair.

_The tentacle spears him through the back of the head, his smile turning into a look of horrified agony, then death as his body's dragged into the ruined remains. You hear the sounds. Meat being torn off the bone. The sound of bones cracking as something makes a slurping sound-_

Dry-heaving, you snap back to the present and shakily get back to working on your webshooters. Piece by piece, using a slightly sturdier material, you begin to assemble it, making it isn't going to be easy to upgrade as before as you more solidly connect pieces for stability and durability. As you move to soldier a piece, you have to stop as you see your hand shake.

Setting down the solder and soldering iron, you grab your hand, trying to steady it. Taking a deep breath, you try to force everything back down. Put it all in a box, like some bad dream. Flash is alive. Gwen isn't CARNAGE's puppet. It hasn't happened. It won't happen.

Feeling pain in your hands, you see you've clutched your hands so tightly you've drawn blood. Slumping back, you laugh, weakly and bitterly.

What are you doing, Peter Parker?

Focus on the project, clear your mind. Solve each variable one at a time. No problem is insurmountable.

Sitting down you take a deep breath as you focus on the composition and engineering structure, carefully working with years of practice and expertise.

As you go to make the webbing, you think on the composition of the strong webbing and how it would apply to your webshooters.

If the nozzle could be slightly calibrated and sharpened, then the sheering force of it will be strengthened which will improve the reaction time from the slight flaw that is currently there.

Working into the night, only stopping to eat dinner, you finally finish one pair of webshooters and webbing for them*.

Sitting down and looking at the webshooters, you test them to find them working properly. Now, if only you could remake the costume Felicia made for you, especially since that monstrous suit ate yours.

_The Suit went out of control, showing a possible sentience of its own? Perhaps it is adapting to humans and evolving, growing a consciousness and sentience of its own?_

Shaking your head, you head to bed and sleep uneasily. When you awaken, its later than you normally wake up. Stella's not long from your side- she left you some privacy last night while you worked, and you also.. Kinda lacked safety materials sized for her, so it wasn't really safe. When you voiced that concern, she seemed more pleased than irritated, though.

She's apparently hanging out with Mary Jane Watson, your neighbor later today, though. You've also got a meeting tomorrow with Flash in the evening.

You've still got your old durable outfit, but it does slightly slow you down. You've also checked with calling Johnny and Sue- seems like they're doing stuff, but you're still only getting voicemail. You might have to search them out if you want to meet with them, but you'd probably have to do it as Spider-man.

It'd be best to look at Felicia's house again.

You suit up in garb that's to keep you warm from the cold and put your webshooters on, your spider-man outfit in a backpack and stop to ask Stella if she'd like to go along. She pauses and gives a distasteful grimace before shaking her head. "No, I have to be over at Mary Jane's within the hour. Sorry."

You nod and tell her to stay safe as you head out, remembering that Stella was never fond of Felicia ever since they had to be roommates for a short while. You can understand, even if it's a little disappointing. Walking in the snow, you remember what Stella had told you about the Suit.

Seems like a armored Spider-man in Black and White, appeared and beat… you by beating you up and electrifying you with a telephone pole as the symbiote began to melt off of you. Likely, based on your father's video, it likely dissolved and broke down as the electricity negated its ability to continue working with it unable to produce its own bioelectricity and unable to feed off of you thanks to the electricity.

Arriving at Felicia's you knock on the door to no answer, but when you try to open the door, its locked.

You send Felicia another text, asking for her to answer you and then you try calling her. Waiting for ten minutes, you get no response, you move as if heading out and sneak back around from the back- testing the windows.

Unfortunately, all the windows and doors are locked and a lot of the windows are barred. There's no way to sneak in. Either Felicia's been back, or someone else has been here and locked up behind her- you recall her doctor friend. Regardless, you even knocked where her room would be, but still no response.

If you're going to get in there, it'll have to be a Break-in.

Sitting on the stoop, you sit and wait. Alone with your thoughts, you try to put your thoughts together. Leaning against the side of the building, you pull your hood tighter as you sit and wait.

You think on everything that's been happening. Felicia's gone dark, not contacting you. Its related to her father's death, though. That much you can be pretty sure of, so at the very least, you want to be sure you can talk with her. For as much time as you spend with her, how much she knows about you, there's been a lot she doesn't let you find out. Her playful personality is both her and a way to push things away. But, at the same time, she gave up being a thief for you.

You've noticed that she had been a bit less cheerful lately, so with this… that isn't surprising.

You sit and wait in the cold for her, only your phone to keep you company. You're able to see that Sue Storm and Johnny Storm are fine, but there's comments you notice to their friends that, due to someone leaking their numbers, they aren't able to take calls because of how badly they've been spammed. So, at least, if you went as Spider-man, thanks to how constantly they seem covered by the paparazzi, you might be able to talk to them.

But those government spooks you barely dodged might around, too.

Seems like Stark's been constantly abroad- taking down terrorist cells who have his weapons as Iron Man.

As time passes you shiver as you try to find something to keep your interest- like the special effects guy from Strange Mysteries has been let go, with the person in question, Quentin Beck, rather unhappy about it verbally with some… interesting language.

Letting out a sigh, you continue to keep current on the news as you wait.

* * *

**OO**

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**Flash Thompson**

Hanging up on Peter, you give the phone a guilty look as you keep an eye out as you take your sister to hang out with one of her little friends, or something. They're meeting in the park and need supervision, so that why you're there.

Or something.

Your partner gives an amused gurgle in the back of your head as you overhear the two girls try to decide what to do. They seem at an impasse, though. Your sister's friend wants to go and do jogging and the other stuff, while Jesse, your sister, wants to go shopping for their friend in the hospital- but you know your sister has no money, so it's likely to come out of your pocketbook.

You look at your sister's friend A-something or another. Wow, you are bad with your sister's friends' names, aren't you? Your partner remains quiet, not correcting you, though you can tell it seems like its laughing at you good-naturedly. Girl A, that's what you'll call her.

Well… getting something for their sick friend can't hurt. It'd be a good moral message.

But…

Giving a smirk look at the girls. "Well, I suppose it'd be a good thing to do, getting something for your sick friend. But, you know what builds character?"

Your sister seems to grow worried as you trail off, while her friend looks more and more pleased.

"Eugeneeeeeeeeeeee."

Shaking your head, you give Jesse a chiding wag of your finger. "Jogging builds characters. I dare say, back when I was your age-"

"AUUUGH, I get it, no more old man speeches, please Eugene!"

You smile brightly as you whistle. Girl A gets ready while Jesse looks resigned. It doesn't take long for your sister to drag you to where they want to look. Some sort of strip mall- there's a Hallmark, some sort of comic store, and a kids toy store.

Jesse looks away from your gaze as she gives a pleading smile. "Well… I don't have any money, Eugene, s could you… kinda… y'know.."

Girl A gives a sheepish look as she pulls out an empty pocket. "…yeah, me too."

You give a grim look. "Yeah, I kinda figured as much, kiddo."

Jesse looks around as she and her friend try to decide what kind of thing. Girl A want to get her something from the comic shop. Jesse wants to go to the toy store. You, honestly would rather just get a cheap card and spare your wallet.

Your partner advises.

You listen to your partner with interest- it gets across the feeling that close connections between people- loving ones- are important.

You start heading to the toy store, you gotta side with Jesse out of obligation, after all. You hear Girl A give a dissatisfied noise, as they lead you around before they pick out a not too expensive bird plush toy. Apparently the girl likes animals.

With there still being time in the day, you take them to the hospital- it isn't too far away as you're led to the room of one Sophia Sanduval. The window of the girl's room is open and you can hear birds chirping. The girl's leg is in a cast as your sister and Girl A head over to talk with her.

But, you're kind of a third wheel here.

Giving a stern warning to behave themselves, you ask them if they want anything from the cafeteria before heading on down. Heading inside, you see a young girl in a wheelchair with pale straw like hair look in your direction, her hopeful face dropping into one of total disappointment. Other than her, there's a man sitting by himself, a visitor's pass on his shirt and an arm missing. Though, the guy looks a bit unwell himself.

Grabbing some chow, you go and sit near the girl. "Hey, what's the matter, kid? You look like someone cancelled Christmas."

She looks at you, a bit anxious before looking at the door. Her voice is quiet as she doodles in her notebook. "..shouldn't walk to strangers."

You nod, noticing the sketches- they're not bad, but they're still obviously a kid's drawings. She looks to be maybe only a little younger than your sister. Maybe, you dunno with kids. Still, she's drawing Spidey fightin bad guys, so she's got good taste.

Eating your food quietly and trying not to bother her you hear a groan as the man in the corner collapses. Looking over in concern, you hear the girl scream as a hand, clawed and green tears up where the table was as a lizard-like head pops up, mutating rapidly as you hear clothing rip as the thing gives a roar.

The girl clutches at her notebook fearfully. Your partner's at the back of your head, murmuring for you to do something- to fight.

You turn to the girl. "Get to safety, I'll distract it."

The girl gives a gasp as you pick up your tray. Charging into it like you're tackling an opposing player, you knock it down as you're already rolling and getting to your feet as the reptilian eyes of this lizard man narrow at you as it roars after you smack it in the face once for good measure with your tray. You give a smirk as it starts to pursue you as you run, yelling.

"Monster! Get to safety! it's a monster, oh god! RUN!"

The beast is chasing you as you dodge and head towards the outside- glancing at the window shows you there's nobody in the visitor's park at the moment. Getting a door open in a hurry- it doesn't even have the chance to close as the man-made-into-monster tears down the door and its frame shattering it. Looking around, you don't see anyone as you dodge out of its charge at you.

Giving a smirk, you feel your partner begin to act up- from beneath your clothes hundreds upon hundreds of black threads shoot out as they begin to wrap around you like a cocoon- shaping from threads into your outfit- armor somewhere between the military and spider-man, with a touch of your football experience affecting the design ever so slightly, the two of you become one Hero.

Whistling, you get the beast's attention by throwing the tray you've got into its head. Roaring, its eyes narrow. This thing seems pretty strong, better be careful.

The beast roars as you keep its attention, keeping a distance, like a bullfighter. You begin to lure it away from the hospital where your sister and her friends are. Not to mention all of the other injured people.

You duck, dodge, and dive your way to safety as you get it to the edge of the hospital worked up into a frenzy. As you dodge the last time, it swings, hitting you with its tail. It hurts, quite a damn bit. But you've been tackled that badly before and got back up.

Seems like it mannered to score on you, but this quarter isn't over with yet. After all, you've got it almost where you want it. The hospital isn't nearby as the beast pauses its eyes narrowing. Nearby, you can hear the sounds of traffic.

"…feed…on..prey."

Looks like this guy's able to talk. That's bad. Your partner's ready and raring to go, though!

It snarls at you. "Sorry about this, whoever you are, but I've got to stop you from being a threat here to these people."

You feel your knees flex as you know you've got it where you want it. Dodging it two more times- your partner helps you as you perfectly time and execute a counter tackle- strength fills your limbs as you slam into its chest and knock it down- you hear it screech in pain as you slam it down- hear its bones creak.

With that much strength, it should be stayi-

You glance back enough to see its eyes open and its minor wounds seem to fix themselves in an instant as it growls at you. "This…not…over. Eat… YOU! EAT ALL SICK…AND WEAK PREY!"

It's not down yet, but you see that its seems to have undergone a frenzy- becoming more and more Lizard-like, as rows of sharp teeth-pinked by blood emerge from its elongated jaw. It snaps its teeth experimentally as it seems to be muttering to itself fragmentally, watching your every move.

You narrow your eyes as you see it trying to be careful- learn what it can do after its mutation.

You aren't gonna let it!

You're on offense and you're not just gonna let him keep the ball.

Charging, you break his guard and teeth as you slam you shoulder into him. It roars in pain as you do it again and a third time as it is sent tumbling. It scampers backward before pausing. You watch it with eyes that are better than a normal human's as you see take on a guarded stance, but something seems off as you watch its skin begin to pale.

Your eyes narrow as you move in to do a more precise flurry of blows to the beast to take it down. But as your fist connects, its flesh crumples like tissue as you see a tail slam into you as it continues to claw at you, again and again.

Pain wracks at your body as you try to defend yourself as you try to figure out what's going on as you're trying to force it off of you. Kicking upwards- you manage to get a gap as you shoot a web to pull you to safety.

Groaning and holding at your beaten chest, you feel your partner trying to put you back together as you feel the pain fade away- its not gone, but temporarily suppressed as your eyes widen in realization looking at the remains of the decoy.

Oh course! Lizards can shed their skin! It used its skin as a decoy to lure you in, the only right move there would've been to remain back and watchful. Your partner seems a bit curious and thoughtful at the idea.

Inhaling deeply, the slit-like eyes of The Lizard lock onto you. "That All you got, Lizard?" You're words are pretty much Bravado. One more of those, and you're outta the game.

Its mouth snaps open, revealing its teeth as it spreads its claws, its tail tense behind it.

It's tensing up and its got everything coming to crash down on you, therefore… you have to strike back! As it roars and comes down, you let lose a flurry of blows!

One, ten, twenty, ONE HUNDRED!

Against your barrage of strikes, their attack is useless, useless, useless, USELESS!

The two of let loose one last hit, sending The Lizard flying back onto its back. It lets out a groan as it struggles onto its side and looks at you as it starts shivering.

"Seems like you don't like the cold, afterall."

Lucidity gleams in its eye as its mouth opens up as it lets out an exhausted groan.

"…Next….Time!"

With a crack of its tail its moving fast, it seems like its trying to escape! You're partner's in as bad a state as you are and its putting most of its effort into stitching you up.

You extend a line of webbing to catch it so you can web it down. Your hit lands securely, tripping it as it looks back and snarls. It spits at you before its tail swipes at the webbing and cuts through it as it hurry's to its feet.

It's gone in seconds as you let out an exhausted sigh. Well, at least you should see if no-one was harmed. Getting out of sight, the thousands of threads retract, only a mass of black over your torso underneath your clothes to help stitch up your damaged torso remains. Walking around the ruined hospital, you ask around, seeing if anyone was hurt.

Thankfully it seems like your maneuvers kept anyone from being hurt as you smile in relief, as seconds later your sister slams into you with a tackle, limbs wrapping around you. "EEUGENE! We heard there was a monster and you were leading it off, then there was that Black Spider-man that appeared and fought that lizard thing and I was so worried!"

You give a thin smile as you pat her on the head- Girl A appearing as well who seemed more interested in the Black Spider-man, honestly, but everyone's safe. In the corner of your eyes, near out of the way, you see the girl with pale straw like hair smile with relief as she watches you.

It's not long before a doctor comes to check on /you/- your partner having mostly stitched you up as it let the minor wounds you have left be the 'damage you took when that lizard knocked you out' your sister remaining quiet, protecting you and your partner's secret.

'Next time, eh?'

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**OO**

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**Peter Parker**

You're not sure when you passed out in the cold, but, when you awoke, you were on a familiar couch, wrapped in a blanket. It takes your mind a moment, but you see the boards and trashcan and smell the lasting effects of smoke and realize where you are.

As you also hear the smell of something cooking, your heart begins to rise as you hear footsteps towards you from behind. Turning, you see a large, familiar man approach, a bowl of what smells like soup in hand.

Handing it to you, he shakes his head, sorrow etched onto his face as he gestures. "Eat, son, you need it."

There's nothing from your spider-sense as you go to eat so you have the soup- it's obviously canned, but its warming. When you're done the man looks at you, more seriously.

"I believe this is the first time we've met, face to face, like this. I'm Elias Wirtham and I don't know what exactly is going on, but Felicia's gotten herself into something incredibly dangerous."

Looking at your face he sighs. "But you already knew that, didn't you?"

His face becomes incredibly stern. "If you intend to stop her, you're going to be facing off against the most dangerous man in New York, the Kingpin of Crime himself."

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**OO**

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_**Interlude**_

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_**Song: Kill la Kill - Blumenkranz**_

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The building was a church in the abandoned, slum-like parts. Or, perhaps it would be better to have said that whatever these ruins were, it is most possible that they used to be a church.

Regardless, it was no longer a place people went to worship god. Is it therefore not a daunting place to meet someone?

A place for God, abandoned by the God it meant to glorify.

There was nobody here, and it was almost night, so it seemed. Opening the door with a loud creak, the hooded figure walked in nervously, looking around. Inside, the last fading specks of light shown through the shattered stained glass windows.

Sitting there was a man, illuminated by a fire, giving him an almost unholy appearance. As the figure slowly approached, the man began to read aloud. The figure wasn't sure what he was saying, as it was in Latin, or so it sounded.

Finishing with an 'Amen' the man threw the book into the fire as she looked at the cloaked figure and smiled. "Ah, right on time. Good, good. I hoped you'd come, or else I would've had to make things… unpleasant."

The figure flinches at the words, its words horrified and pleading. "…what do you want. J-just let me be, please."

The man pauses and get up approaching the figure, pulling back the hood, revealing a horrified looking girl. "Oh, it isn't you I want, mah dear."

The girl's eyes widen in shock as she struggles, fighting against the man in horror. "N-NO! NO! NOO!"

She's knocked to the ground as the man casually pulls out a knife and cuts his palm open, flinging the blood into the girl's face as she starts screaming.

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_**Song: Nui Harime's theme (Kill la Kill)**_

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Eventually, the scream died down, the man watching with a closer intensity than before as the girl sits up, as her eyes seems almost to glow for a moment, her voice almost horrifyingly cheerful.

"Ah, so you were the one that made me quit my art? The one that took credit for my work?"

The man gives a nod as the girl's grin widens as, a second later, a knife is stabbed into his chest, into his very heart, bones cracking and breaking in the path of the knife as he falls backwards.

The girl's eyes survey him with sadness. "That's a shame, I'm not going to even make you into art. Die here, alone."

She pauses as the man begins to laugh, his voice choked from the blood in his lungs. "Not yet. I'm not done yet with my task from God."

The man sits up, pulling out the knife as his chest begins to fix itself messily. The man smiles at her with blood-pinked teeth. "Its not time to act yet, but I plan to make the best stage for you to display whatever art you wish to make. There will be no limits to what you'll be able to do."

The girl pauses, almost thoughtful. "Could I even make art of Spider-man?"

The man's grin becomes almost shark like. "On my word as a man of God. I am here to bring forth a prophecy from God itself."

The girl looks at the remains of the burning book before laughing. "Alright, Tell me more, Mister Kasidy.~"

"As you wish, Miss MARY JANE Watson."

"Oh, please, for such a charming man? Call me Carnage.~"

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_**END  
To Be Continued...**_

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**Please Review**

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**Publisher's Note:**

**Mary Jane: **Well that was shocking huh?

**Flash: **He will have major roles in this story but he won't replace Peter otherwise the story wouldn't be titled in his name.

**Elias Wirtham: **He's canon(if most of you didn't know) and was already introduced in this story as Felicia's private doctor, she's gotten her disguises' medical histories verified through him. He also met Peter before but as Spider-Man (re-read chapter 18 to see).

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**Equipment: Note (I will not be reposting these equipment again unless new items are introduced or something happens to the current ones Peter owns).  
**

***You have obtained Revolving Webshooters (AGAIN)(Production Type), Normal Webbing x6, and Strong Webbing x6.**

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive- **a removed computer hard drive. Contains files left by your father, could possibly be unreliable in some cases due to tampering.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning. Missing its security device ink bag's contents, strangely enough.

**Spider-man costume (Durable)****_[Currently with]_**- You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume.

**Spider-man costume ****_(sonic-proofed/Agile)_**- It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh.

**Original Spider-Man Costume:** **_[Has been eaten]_**

** Spider Tracers- 3x**. These only work within three hundred feet, but you can track anything with one of these on them with your spider sense.

**Revolving Webshooters**- production type- the streamlined and refined version of your prior webshooters. Minor adjustments have been made, each webshooter can carry a total of six cartridges.

**Strong Webfluid x6** - a thicker webfluid, unsuited for webslinging, meant more for restraining and reinforcing due to its thicker, hardier nature.

**Standard Webfluid x6**

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_**Please Review**_


	46. Costume Designing

**CHAPTER 46**

**Costume Designing**

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**Last time-** Peter Parker went investigating into the issues of Felicia Hardy at her home, only to fine the domicile barred and locked. Waiting outside, his weakened body succumbed to unconsciousness in the cold. Waking up, he met with the doctor Elias Wirtham, who revealed the true opponent Peter has to stop- The Mysterious Kingpin of crime- and the fact that Felicia is working alongside him. Meanwhile, Gwen Stacy and Flash Thompson are also neck deep in their own problems.

* * *

**OO**

* * *

Yawning in exhaustion, you head to the bathroom and splash your face with cold water. You were up rather late talking with Elias Wirtham about what he knew- currently Felicia's not in danger, but she's probably up to no good. You wanted to argue against that, but there was a certain, resigned look in the man's posture. He's apparently gone through all of what Felicia left intact and is looking into some matters- he also handed you one last untraceable phone- said Felicia told him to give it to you in passing, and that she said you shouldn't look for her.

But, while Wirtham said all of this, he also said that she'd do something that she would forever regret- putting together the pieces, its obvious to assume that Felicia is on the trail of the person who killed her father and is working with the Kingpin to do it. But, when you asked for advice, Wirtham only had the faintest ideas.

"Look, kid, the Kingpin of Crime is called that because he's not easy to find or takedown. If you want to draw him out, you're gonna have to mess with his operations- get him to pay attention to you. Its risky, but it's the only way to draw him out- if you can do that, then you'll find Felicia without a doubt."

He gave you one last check over, including a promise to check out a blood sample you had him take for anything weird in your blood before heading out with the parting words that it was unlikely Felicia would return here any time soon.

After that you headed home and went to sleep. But, man, you're so freaking tired.

You decide to collapse back Into bed and sleep more. As the world fades to darkness, you feel yourself falling.

Falling forever.

As you fall, you feel yourself catching on things- landing as they catch you in a sticky snare before your weight makes it give way and break, as you keep falling. Over and over again.

As you fall, you force your eyes open as the abyss above you begins to move as you watch memories play out above you- of you studying, working harder to figure out life's mysteries. Of your childhood, being alone- your mother, father and closest friend gone.

_…if you take into account that, then I think we've got the problem solved, Ri…  
_  
The film burns out as it restarts again. You're sitting in the playground waiting nervously. Mary Jane looking anxious and slightly afraid as she arrives, her hand held by her s- no, it was Mary Jane marching imperiously as she gives you a terrible grin, malice in her eyes.

_"…but there's a slight problem with the substance, you see. It has the problem that its very, very resilient. What if something goes wrong?" "Keep your voice down, Peter's asleep."  
_  
The film burns out again, a new reel starting.

You close the book as you look at your friend. "I've decided, I'm going to become a superhero, Eddie!" The blonde boy gives you a patronizing look, ruffling your hair as he and your parents laugh. "Sure you will, Pete."

_You need to be a better Hero than you have been. With people like Tony Stark pretending to be heroes, there needs to be a superior example of heroes to look up to.  
_  
The reel burns, leaving you alone as you land at the bottom of a pit, alone- torn pieces of webs above you. Looking down, your hands are that of you as a child. In the darkness something moves as you hear the sound of a heart beating….

Sitting upright, you try to piece the rapidly fading pieces of dreams together, but its like trying to catch mist with your hands- it seeps through the cracks. Looking at the clock, its almost noon and somehow you still barely feel any more rested.

Sitting upright, you try to piece the rapidly fading pieces of dreams together, but its like trying to catch mist with your hands- it seeps through the cracks. Looking at the clock as you awaken, its almost noon and somehow you still barely feel any more rested.

Heading downstairs, you fix yourself a cup of coffee before heading down to the basement to check on the news. Turning on the computer, you go to various news sites as you look into things that have been happening lately.

Looking into crime news, there's nothing readily apparent, but as you take a deep drink of the strong coffee, you choke on it as you see the image on screen and read the news article 'Black Suit Spiderman Saves Hospital'- fighting against some sort of lizard-person is a person in a black Spider-man suit- slightly padded.

Setting the coffee cup down with a loud 'THUMP' you search for more images as you feel your breath shortening. Its getting hard to breath as you find clearer images and you feel your hands shake and feel clammy.

_You're going into shock, you need to take deep breaths and calm down. BREATHE!_

Forcing yourself to take deep breaths of air you quickly close off the pictures before resting your head, as you try to stop the slight shaking in your arms.

Well, you don't feel tired anymore.

You try to force your mind into coherency as you start thinking up ideas.

If dealing with organized crime, a sturdier suit or more sophisticated systems might be needed. Likewise, more storage cannot be dismissed for webbing as prolonged battles will likely run out your webbing supplies. If hunting the other Spider-man and Lizard creature, then some sort of liquid nitrogen-based device to chill the Lizard creature's body temperatures would make it easier to subdue. Likewise, you'd need to prepare for potentially facing an antagonistic person with Spider-man powers- you'd have to be able to defeat someone with the same set of abilities. Mind you, you do have a possible ally for technology, if you're able to bring something interesting enough to the table.

Locking up the basement, you call Stella to check on her and find out she's currently out and about- invited by some classmates to spend the day out with Aunt May supervising. Relieved, you try to call Flash only to get him answering 'Sorry, Peter, I'm really busy right now, I'll have to call you back."

With his hanging up, you notice his voice was rather tense as if he was doing something else at the time. You think about calling Gwen, but hesitate as you pull out the police scanner- she wasn't thrilled with your choice during the Oscorp Incident, so it might be best to leave her alone for the moment.

Pulling out the last Spider-man suit you have, you look it over and see the poor craftsmanship already taking its toll. You'll need to work on another sometime- this one won't hold up much longer- continuously patching it will only do you so much good.

Pulling out some paper to write with, you give a grimace. Thought you had more paper than that. Regardless, you still have enough for the time being.

The design of the costume is currently irrelevant to the needs you have, that can come after you've decided what the costume needs.

Well, you could always work a new thin, agile suit out.

An agile suit would be useful in dodging, certainly- its thin profile doesn't hinder your movements. However, it won't protect you from any firearms or weapons- if you can't dodge, you'll take the brunt of the hit. You've also got limited space to store anything unless you invest in belts and pouches.

Hmm, but you could always remake your current attire, using better skills- make the jacket reversible, sturdier, and put some bulletproof materials inside between the layers.

It'd give you better storage but you'd be slowed some, so you'd need to adapt and overcome the costume if you'd want to get your whole range of movement out of it, but even then there'd be some hindrances. But, you'd be less likely to take damage from small arms and weapons.

Man, Tony Stark never had these problems, but then again he's rich, so he was able to come up with something like his Iron Man armor.

A heavier armor based on Stark's designs would, without being able to access them, mean you'd need to reverse engineer his power supply and modify his armor's idea into something lighter and more mobile. This would make it far less flexible, but you'd have the best protection and a technological suit available, along with the ability to pack stronger firepower. However, you lack the ability to build this on your own right now…

Resting your head on your arms, you idly let you mind think as you look at your mask. There's ways to improve it, certainly, and you'd basically be able to reuse it.

There are upgrades available for the mask, certainly. However, it would require linking wirelessly to update the information and for real-time support, but you would be able to have better lenses and have your support be your 'eyes in the sky' keeping you alert. However, you risk being hacked if found by an opponent while using wireless support. There's also eventual upgrades like night vision or thermal, which could be useful.

Hmmm…

Likewise, there's upgrades to have your phone be integrated into your mask- along with other upgrades- such as a police scanner. But, you again have the possibility of being cracked by an opponent who knows what they're looking for and what they're doing- Tony Stark would be able to do it, certainly.

Ugh. You're head's killing you as you feel one more idea slip out, unwanted.

Well, if properly utilized, the Suit designed by your father could be utilized- direct contact would have to be halted by a covering bodysuit with an electrifying mesh- but using that you could theoretically make a new, incredibly durable bodysuit that can be neutralized by activating the electric bodysuit- actual connection to the suit is unwise and ill-advised and this is the most dangerous option.

And it's stupid. Nobody would go for something like that. Actually? Scratch that last idea. it's a stupid idea.

Still, there's a lot to consider there.

Taking aside time, you draw out the plans for the mask. Working on the lenses- you begin working on plans for them while taking into account the various factors, such as not overheating and the like in your own costume. The ideas for the lenses are basic, left with room for upgrades, as you take ideas from things like Google glasses and motion tracking- and work on them to refine them into a pair of goggles. It's pretty basic design theory, but it should be able to work… in theory.

There's upgrades that could be done- such as the ability to polarize lenses against bright lights, night vision, thermal, but that's once you've proven the basic idea. There's still more improvements to be made.

Now as for the headset, it involves you actually copying and compartmentalizing the ideas and changes from your untraceable phone- which is difficult, for lesser minds. You though, have it figured out as you write down things at a frantic pace.

No, that entire segment is wrong, you'll fry the electronics with it like that. You need to compensate here and here.

Pausing, you correct yourself as you realize what an elementary mistake you'd be making as you work on basic ideas for the headset integration. It's pretty simple- its like using blue tooth headphones- but the phone is entirely within the headsets, along with other features, such as the police tracker, it has the possibility of different functionalities, but you first need to build the prototype before upgrading further.

Working on the designs for the durable suit, you start to add in different details options, such as the option to make the coat reversible- making it more or less bulletproof- what materials to use.

As you sit there, you notice you're idly sketching out an arm beneath a sleeve- instead of simple gloves, there's the idea of a gauntlet version of your webshooter- just rough ideas of size and the like, but huh. Weird. Its not like you couldn't think of it, but to doodle idly, you guess the ability to have more options is weighing on you pretty heavily.

That might be something to look into, soon.

Designing the outfit, you take note to make adjustments to it- rather being able to hide it in one way or another or have space for gadgets, it'd be best to look into making it as bulletproof as possible and look into ways of keeping it highly flexible to limit the amount the costume could hinder you. As it is, depending on the quality and skill of the person making it, you'd probably be able to take some small arms fire and hits better, but heavy weaponry and bladed weapons are what you'll need to look out for. Then again, that also depends on the quality of materials you can get a hold of.

Since you've been redesigning your webshooters a lot, you keep room open to make the sleeves adjustable to fit different varieties inside, considering the thicker materials.

Finishing up the overall design, you decide to keep it the same overall colors as before. There's a bit of sentimentality as it was the first costume you made, along with the fact that dealing with the underworld of NYC so subdued colors would help- you'd likely be operating at night after all.

Finishing up the design work, you realize that several hours have passed- its early afternoon now. Groaning at the headache and sick feeling you're experiencing, you head upstairs for a bite to eat after putting everything away. Aunt May's out of the house with Stella, and Uncle Ben's at work.

You should get to work on your costume- you've got an idea of what you'll need, so that just means that you need to go and buy the parts. While being thrifty- got to make your money last.

Enjoying the brisk, cold air, you head out and stop by several places and buy your necessary needed parts, pieces and particulars. Your head feels like its clearing up, so you actually find that you're enjoying yourself on these errands.

After haggling over a soldering kit, you leave happy with the deal you made- this was all buy necessary for your work today. Carrying your bags, you find your way home- efficient use of time allowed you to make it home before anyone else. Calling to check up on Stella and Aunt May, you get a hold of Aunt May, who says they'll be back in time to make dinner.

Perfecto!

Heading into the basement, you sort through your purchases and begin to get to work.

Working on the costume, you find yourself at peace as you cut and assemble each and every part with post speed and painstaking detail- having made this before you're familiar with the original flaws and problems and have compensated for them in the meantime. Using interlocking plates between layers, the costume is armored and flexible- you'll be protected from small arms fire, but you're still as vulnerable to knives and weapons that can penetrate.

Sometime, you might be able to advance the bulletproof nature, but that would require you to discover new materials to replace your current bulletproof parts.

By the time you're done, you've already paused to eat for the night, so by the time you're done here, its about ten at night.

Working on constructing programming the lenses, you manage to make a rough prototype in the shape of your lenses and try them out. They seem to work alright, but the programming is a little slow and there's undoubtedly tons of bugs to iron out. However, given time and patience, these bugs will probably be able to work out for a more refined version- as it is, unless you sufficiently debug and boost their output, other modules, such as the night vision or thermal won't work. Thankfully though, the cameras that are necessary for the lenses seem to work.

For a prototype, you're almost proud, but they probably need a lot more work.

However, its pretty late. You could finish the rest of the costume tonight and sleep in tomorrow, but that means you'd be even more exhausted if you had to wake up early. On the other hand- completing the prototypes tonight means you'll have more time to field-test them and get the bugs out before things dire and a malfunction or bug causes major problems for you.

Yawning, you put things away as you get ready to head to bed- your new costume is mostly complete, and even so you still have your old mask which fares marginally better than the rest of the costume. Heading upstairs, you yawn as you get ready to head to bed.

Laying back onto your bed you fall asleep.

In your dreams, you're falling. Forever through an endless void of blackness- wind whistling in your ears, even though there's no air to hear with.

But of what you dream- of what you see in this abyss…

You Can Not Remember

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_**End**_  
_**To Be Continued...**_

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_**Please Review**_

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_**Publisher's Note:**_

This chapter was mostly focused on building Peter a new costume since his most recent one has been eaten and his other ones are either not effective or are close to falling apart. Also I wanted to show more of Peter thought process. So hopefully you enjoyed this chapter. Now as you noticed many ideas were introduced for Peter's costume design in this chapter. He will get more upgrades later on in the coming chapters, but slowly and will get them realistically (or as realistically as possible as you can get upgrades in the Marvel universe) depending on his current assets.

Now I want to just talk about the current cannon series of Spider-Man. if there is one thing I disliked about cannon Peter(or in other words I disliked his writers) is that many times Peter gets major costume upgrades or gadgets throughout the Marvel universe in which case he never uses after the comic Issue or arc is over or wears later on in another comic issue or arc for only for a while or throughout the duration of said issue or arc. Such as the Iron Spider costume or more recently the Superior Spider-Man costume.

In the comic when Peter abandons the Superior Costume that the reformed Dok Ock has spent the duration of the arc upgrading (to help him fight against crime better)instead for his, original Spider-Man costume (which has no upgrades at all). (You do not know how many times I mentally faced palmed myself at this) I understand the suit was heavily damaged at the time so Peter couldn't use it but it just seems now every time writers are always trying to restore the status quo of Peter's abilities but they never want to upgrade Peter more or at least slightly, the major villains are more or less slowly becoming more powerful so why is it that Peter can't have more costume or rather more gadget, progression? (Web-Fluids are good and aren't the problem). The problem is that most of the upgrades in the Superior Costume you would expect Peter to be able to do since he's basically close on par to Dok Ock in intelligence, he should have some memory at least of the suit in order to recreate the designs but the writers are playing it off as if he can't. Now I love the Spider-man comics and that will most likely never change anytime soon, but these are just the problems that irk me at times when I'm reading through them(The other dimensional Spider-men do not count as getting upgrades). After all Tony Stark continues to get myriads of armor suits,well than again he is rich, but than again you would also expect Peter to gain minor upgrades also.

Well sorry for that, but thanks for reading along.

Also if you didn't realize it, most of the upgrades in this chapter are being set up to be more or less like the Superior Costume, except the colors will remain like the original Spider-Man costume.

P.S: Pictures have been updated in my profile for the characters in this story.

Until next time.

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_**Please Review**_


	47. Hostile Situation

**Publisher's Note:** I would like to introduce a** one-shot** story **Cosgrove** did with another Quest Master **AzureEarth **involving the previous chapter. It's a Crossover parody/humor of **Peter Parker Quest** with **Hollow Quest Redux **which you can find in my profile which is titled as **_Hollow Peter Parker Quest Redux_** (I know _so original_).

Well I will repeat this in the bottom, you'll need it by the time we're done with this chapter.

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**CHAPTER 47**

**Hostile Situation**

* * *

You wake up in the morning, feeling tired but less so. Heading downstairs, you find that Stella has apparently gone out to play with some friends. Well, it's a nice change of pace, anyway.

It's been about a three days since you started working on your new costume. Keeping an ear open with your police scanner, it seems like all's quiet on the western front so far. As such, you've been under the eye of Aunt May, so mostly you've been good and acted like someone who is getting over being really sick. Stella's been hanging around you and playing games with you.

Flash has been busy with family stuff and has been putting off tutoring, you're a little worried. But then again, you seem to be having a lot of trouble with friends. In the meantime, you've barely managed to get the headset done, but like the goggles, there's a lot of work for improvement to be done.

In the meantime, you worked on brushing up your skills.

You've generally been trying to get a bit more in shape, as well as work on your people skills by talking with Aunt May and her friends when they came over. Well, not that it was really an option for you.

However, you managed to get some time to work on your metal-working which should decrease the amount of time you have to spend on projects drastically, while catching up on your schoolwork and furthering your attempts at programming. You've not tested yourself, but you think you're pretty good at it now.

Sitting downstairs watching daytime TV with your Aunt, she pauses as you hear the mailman drop off mail. Getting up, you go get the mail for her, flipping through it for anything for you. You pause as you see a red letter in the mail, addressed to you.

In gold ink, you can see that the sender is Stark Industries.

"Peter? Did you get something?"

You stare at it in shocked silence as your trembling hands give your aunt the rest of the mail. Sitting down, your Aunt sits next to you as you carefully open the letter, your Aunt seemingly as tense as you are.

"Dear Mister Parker.

You have been selected to visit STARK INDUSTRIES for an exiting new opportunity. This event is highly confidential, so no details can be released at this time, however as you have been forwarded as someone of note by your school, your grades have made you an eligible guest.

If you would like to attend, please take the enclosed ticket and come to the Stark Industries New York Headquarters on…"

Skimming it, it seems to have an address to go to as well as a time. Seems like its this Wednesday, with today being Saturday. School starts the week after this, so that won't be an issue.

At the bottom there's obviously handwritten, is Tony Stark's signature. Behind it is a ticket to enter Stark Industries premises, with note that an ID will be required. Swallowing nervously and trying not to squeal, you look at your Aunt, who seems to be crying. Dabbing at her eyes, she smiles at you with relief.

"Peter, that's wonderful! Are you going to attend?"

You nod without even a moment to think about it. "Yeah, it's an opportunity that probably won't come twice, you know?"

Whatever this is, you don't regularly get these sorts of invitations. Movement to your side reveals a giddy Aunt May grabbing her purse and coat. "I have to go tell Anna, Peter. I'll be back. Some day this week we'll go shopping. Have to have you look your best!"

As she heads out the door, you look down at the letter again, and check it more closely this time. There's the ticket, the letter and envelope- no hidden text on the back, nothing hidden in the envelope. You're not sure how to respond other than you have a chance to meet Tony Stark. Tony. Stark.

Its like a geekgasm in your brain place.

You sit there and wonder. What could it be? An internship? A secret way of meeting you? Does he know you're Spider-man? No, he doesn't seem to be this subtle, from what you've seen. Regardless, your exhaustion seems all but gone in wake of this letter's arrival.

Leaving a quick note for your Aunt that you went out to celebrate, you head downstairs to the basement and bag up your costume, prototype upgraded mask and all, heading on out, you go out to somewhere out of the way where camera and people won't see you- a back alley of some buildings with no windows- and change. Putting the mask on, you take a few minutes to boot it up.

The lenses start up and it's a bit disorienting to see all the information pop up in front of your eyes as a HUD. Turning on the audio aspect, you switch it to the police scanner from the phone setting and listen in. As you begin to move around and get your bearing with your new equipment.

Seems like there's a car chase in progress- someone's speeding and not pulling over, and there seems to be some sort of disturbance a couple of blocks away with a police dispatch on the way.

It's probably best to let the police handle the car chase, you can already imagine what would happen if you tried to web up a car- a total disaster. But the disturbance could be worth looking into.

Heading towards the disturbance, you find that it seems to be coming from a small suburb home. There's screaming and yelling as you arrive on a nearby rooftop and see the situation. Seems like there's a bunch of neighbors gathered around as there's a bunch of personal belongings in the yard.

Seems like you're arriving as everything's coming to an end as you see a man in a tattered lab coat with no right arm leave the house, a bag in hand. As he steps out onto the front porch he glances back as a woman, and a small boy behind her being held back from rushing towards the man. The woman seems to be in tears as the man shakes his head and walks off as you hear the boy crying for his father.

Looking at the man, you remember his face and distinguishing characteristic- he's obviously seen better days- but this is Doctor Curt Connors.

The man moves toward the nearby car, which seems incredibly scratched up and gets in and starts it up, leaving as the woman is holding back the child from trying to run towards the car.

As the car leaves, the neighbors begin disbursing as the woman starts yelling at them.

Following after the car, the man drives slowly and carefully to the point that people behind him are honking their horns. As you keep an eye on him you try to work on using the headset and goggles idly- it isn't hard to follow him. If you do this here, a picture can be taken, and if you do that you can switch the channel to phone and back with a slight hand motion.

You don't have 4G-yet- so unless you're on a large WiFi signal or something your goggles won't connect to the internet, so that's something to work on. Maybe have a ton of proxies and the like? Focusing on the issues, there's other stuff like it doesn't track or focus right. You'll probably have to dissect higher quality camera to reverse engineer it. Also, if you could somehow get a tiny, powerful computer installed to your goggles then its functionality would likely improve.

About an hour later, the man pulls into an empty parking lot. Sitting up on a ledge out of the way, you watch the man try to compose himself before he burrows his face into the crook of his only arm, back shaking. Even from this distance, it isn't hard to imagine what the man is doing.

A few moments later and you feel uncomfortable watching the man cry.

Looking the car over, you start to put your mind to work. His car's pretty scratched up, but it seems like its intentionally done. He's from a nice suburb, so its likely not when that happened. Likewise, Oscorp has an indoor parking Garage for most employees. Therefore, whatever happened to the car is likely from someone going after his car.

You can't place what did it, but whatever it was… was nasty.

Furthermore, with the tattered parts of Connor's outfit, it seemed like he's almost been mauled, but you don't see any bloodstains on it or anything. Well, nothing too obvious anyway.

Liekwise, it seems whatever happened between him and his wife was a fight and he's separated from his family now. Was it intentional?

You aren't sure.

Getting down, you approach his care carefully and rap on the windshield- due to only having a left arm, it seems like he drives a modified car to accommodate his disability. His head shoots up as you see bloodshot eyes narrow in fear, his hand reaching towards the car ignition. Raising your hands peacefully you loudly raise your voice.

"Are you alright sir? You seem to be in distress."

Doctor Connors pauses, his breathing labored as he tries to get his breathing under control. Your camera takes a picture of him silently.

"Are you alright? Were you attacked? Do you need he-"

Approaching the car, you see Connor's empty hand reach for something on the dashboard as his car starts up and he starts driving away.

"-lp?"

A few moments later, you get a report from the police scanner that there was a call of attempted assault by someone in a red and blue masked outfit. Watching the car drive off, fast and erratic, you quickly make yourself scarce.

From a rooftop, you let out a sigh.

Well, things could have gotten worse. Spider-man's technically someone wanted by the police after all, and while you're somewhat famous, you're not like super-man or anything. Well, hopefully Conners will be fine.

Listening in on the police scanner, there's not much going on as you lay low until you hear something interesting.

Listening in, you hear that there is apparently a hostage situation happening just a few blocks to the north. The area's a rather open that was apparently some sort of birthday party mere minutes before.

You near the area and have a high perch in the distance. From what you can see, the police are trying to get snipers set up, but the criminals are holding a bunch of people hostage- including children. They're probably not making a move so that nothing happens to the hostages.

In the distance, you can see that there's about two dozen suspects and about forty people. You press against a part of your outer lens and activate a zoom in as you wait for your vision to focus. Its still blurry, but you can see that there's a familiar head of black hair along the children, a gun pointed at the back of their heads.

…It can't be.

No.

Nononononononononono.

And she can't even do anything as you see one of her friends desperately gripping her arm.

Taking a deep breath, you notice that their focus has shifted as a hooded man is approaching them, the police and hostage-takers all yelling at him as he comes to a stop near a garbage can.

If you make a mistake here there could be many casualties…

You…

You should…

You should wait and see…

You watch as the man raises his hands as one of the hostage-takers approaches the man. As he's within arms distance, the hooded man kicks the garbage can, sending it flying into the man's chest as the lid flies up into his hands. Throwing it with a flick of his wrist, it slams into the chest of the criminal in the back before bouncing forward.

The man has, however, already begun moving forward at an almost inhuman speed as he disarms and breaks the arms of the two men in front before throwing them into two of their comrades and catches the garbage can lid before using it as a shield from the bullets.

Still moving, he uses the shield to take down another man, one after another. The most heavily armed taken down first followed by the rest in such a short amount of time that they couldn't react fast enough in time. One last hostage taker points his gun, shaking, as a hostage, but he's knocked out as the garbage can lid ricochets into the back of his head, knocking him out.

In less than a minute all of the men are out as the hooded man says something and gives a reassuring pat to one of the children, a blonde girl, before looking over the hostage-takers. They're all out for the count and the hooded man is already running off, jumping and rolling past the police and out of sight as the police try, and fail, to stop him.

But that's nothing to the feeling of unease in your chest. Looking back down, you see that one of the hostages is staring up in your direction. With a distraught look and a tear trickling down her cheek, she runs off, her friends calling for her. The police scanner in your ear confirming that the primary target Ana Kravinoff was safe is but background static to you.

She knew you were here.

The zoomed-in lens perfectly capturing the betrayed look on her face for all eternity.

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**End**  
**To be continued…**

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**Please Review**

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**Publisher's Note:** I've reread this thread before many times, and writing it here still puts a bad taste in my mouth.

This was one of the darkest hours for the **Peter Parker Quest** that it was damn near close to collapsing, everyone was so angry and pissed off that day because of how the situation turned out in the end of this chapter simply because they wanted to be cautious first and wait for an opening. Also Cosgrove was considering then and there to just give up on the quest and restart it all over again. (Which would have aggravated the majority even more considering how far we gotten, what chapter is this? Chapter 47, that's pretty damn long to try to get back up to.)

Also because there were an explosions of arguments because of this chapter Cosgrove could not write an interlude.

The players and Cosgrove both messed up big time on this and here is why.

**Players- **Simply picked to stay back and analysis the situation (which was not to get involved) but they did not clarify what to do afterwards such as, they were waiting for an opening to strike when the Gunmen were distracted so that they would go down easier.

We didn't want to be passive though. We wanted to wait for a good point to thin the number of people, so that when we started actually fighting, there wouldn't be 24 surprised gunmen with fingers on the trigger and weapons pointed at hostage children. Because here's what most people saw happening if we started fighting.

_**Peter jumps through window, KOs half a dozen guys**_  
_**Other guys freak out, start wildly firing**_  
_**Some shots are aimed at Peter**_  
_**Most accidentally fired while still pointing guns at kids**_  
_**Bad End**_

we threat these things seriously.

**Cosgrove-** simply mistook the player's choices as being inactive, and even when the Hooded-Man gave Peter an opening, Cosgrove didn't offer the option to join him in the attack once the goons were distracted he just continued writing. Also Cosgrove was having a bad day so he wasn't in a good mind-set to post that night for this thread.

Most of the time Cosgrove is very rational about these things, but as he said himself he was having a bad day. But then again don't we all? Writers themselves have these moments at times, and the best thing to do is to give them a break to get time to think things over and offer support. Also he only writes once a week on Tuesday nights since he has job to do, you to **PAY BILLS!** players need to stop giving him a lot of crap because at least he stays committed to the story when he can, criticism is alright here and there. But in our opinion if he wasn't feeling well and had other issues to deal with than he could had just avoided writing that night and we could have simply waited another week. Is not like all of us are impatient.

Honestly, it's not just Cosgrove fault that night. A lot of shit has been pushing towards the players being less passive in character, and it seems that finally snapped that night.

I honestly feel Cosgrove doesn't need to reboot this, I think we(the players) have done a fairly decent job. A lot of shit has happened but a lot of good has come of it. Also this Quest has been going on since August 2013 to now June 2014. It would take a damn long time to get back up to this number of chapters. So at the very least I would rather ride this horse to the very end.

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Well I might as well introduce a** one-shot** story **Cosgrove** did with another Quest Master **AzureEarth **involving the previous chapter. It's a Crossover of **Peter Parker Quest** with **Hollow Quest Redux **known as **_Hollow Peter Parker Quest_**** in my **profile. Read it to get a few laughs in order to lighten this atmosphere.

Until Next time.

* * *

**Equpiment:**

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive-** a removed computer hard drive. Contains files left by your father, could possibly be unreliable in some cases due to tampering.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning. Missing its security device ink bag's contents, strangely enough.

**Spider-man costume (Durable)** - You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume. Looks like it could fall apart any time now.

**Spider-man costume (sonic-proofed/Agile)**- It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh. not recommended as modern use.

***Spider-man Costume- (Durable/bulletproof/prototype equipment)[Equipped]** The classic Spider-man is back! With prototype smart goggles and comms, he's back and better than ever. He's even bulletproof against small arms (mostly).

**Spider Tracers- 3x.** These only work within three hundred feet, but you can track anything with one of these on them with your spider sense.

**Revolving Webshooters- production type**- the streamlined and refined version of your prior webshooters. Minor adjustments have been made, each webshooter can carry a total of six cartridges.  
**Strong Webfluid x6 -** a thicker webfluid, unsuited for webslinging, meant more for restraining and reinforcing due to its thicker, hardier nature.  
**Standard Webfluid x6**

* * *

**Please Review**


	48. Author: Letters to the Editor Edition

**Publisher's Note: **This is recommended to read if you will continue reading this story so you can understand how the coming chapters will proceed as well as how things will change as well as some things will be revealed and explained.

* * *

**Peter Parker Quest: Letters to the Editor Edition**

**By: Cosgrove**

* * *

**Cosgrove:** Well, there's been a lot of missteps, I think, most of which are on my end here. I started Peter Parker Quest trying to have a happy and fun quest focused on Peter Parker- a 'what if' universe of my own making. Unfortunately, I think I've compromised too much, let my own preferences and other nonsense in.

As it is, Peter Parker Quest isn't really what I originally envisioned, but whatever matches up to the original idea in one's own head?

I had fun, though, a lot of the time. But there's other issues IRL that affected how I ran things and now here we are… on the roof. And I'd like to apologize for that.

I'd like to hear your thoughts on the quest, how it's gone and how we can go from here, because I have a few ideas and after listening I'll adjust them as needed and present them. I'll answer as much as I can, too. Might not be able to respond to every post, but I'll do the best I can.

**OO**

**Commuter:**So what was your original vision?

There is a certain lack of consistency and expectation.

Consistency of combat: Taking apart the tunnel rats effortlessly off screen. Getting mowed down by crime masters goons, and being expected to view armed hostage takers with children as a light encounter.

I was not present for that last one, having fallen asleep, but from what I surmise no one saw "wait" as the option to do absolutely nothing. Once action began, a potentially long by Spidey reaction time, there was no prompt to join in or do something, as though a cutscenes unfolded we had denied ourselves access to once the circumstances of the situation changed.

Our success and failure in action as Spidey is always fun, but to be told we do absolutely nothing while everyone who was still up was worried about how to go about the situation, with one of the short listed options, seemed very far off.

I know you can do better, and I understand you are under great stress in both a professional capacity and within your home life; it's human.

Moving forward, I don't want this quest to reboot. I don't want it to end whole cloth. The adventures of PTSD Peter are fun, even if we're off task.

What were your original intentions?

Where do you think we can go, if we can go forward? As it is ultimately up to you, as the QM and as a person who is seemingly stretched thin.

**OO**

**SnowLess:**Personally I have enjoyed Peter Parker Quest and Bleach Quest; but it was a bit silly for you to expect we'd rush in and try to deal with 24 armed (with guns) men with children as hostages and be gang busters about it. That's a recipe for nothing but tears really so folks took the childsafe option and felt there was just no winning with you when Concrete showed up.

Perhaps people would have jumped in if they weren't kids? I don't know.

The most important thing here is to note your players are EXTREMELY passionate about your quests. There wouldn't be such massive and long shit storms if they weren't.

One last thing I'll say though is to just not run for the night if you're not feeling it. I hope we can all learn from this experience and I hope your home life improves and we can one day go back to web slinging and/or ghost busting.

**OO**

**Anonymous 1****:** Cosgrove, besides the bad dice rolls I really enjoyed this rendition of Peter Parker, it was...is a blast.

If I had any real problem was that your image of a crazy/wacky fun involving spider-man might have been as well conveyed especially how the recent turn of events had transpired.

The threat of a messed up future via carnage, Peter not only being blasted by Cyclops, got shot by a criminal, been electric shocked out of our alien suit, and sick for quite some time.

It might have been at least to me a bit like hearted like in any marvel rendition but at this point we were in a serious story arc/mission.

Though certainly the last part where we failed to pick up on the clues where it was okay to attack, since in our minds we were in such a serious situation and considering the numbers we felt our presence might had made it worse or cause an accident.

With that said, I guess the major freak out was exactly due to your writing and how attached are we to the characters you characterized and didn't want to disappoint.

To make a long story short, I guess it was just how we viewed the situation was what we're worrying about.

**OO**

**Anonymous 2****: **I think one of the biggest issues with the quest is its tone. It's hard to have a good idea on how to vote because sometimes it seems like we're in a 90's grimdark comic world and sometimes like we're in the Spectacular cartoon. So when a situation comes up like the hostage crisis I don't know whether to vote to jump in because that could lead to heroic action or reckless bloodshed.

And also a lot of characters act too…bipolar?  
For example Stella, first she was like a magic loli than a ball of murder, after some time she was disappointed that Peter didn't killed the X-Men in cold blood AND after that she wanted peter to act more like an actually gold-age hero.  
Then there is also the matter of team mates/aliases who are worse than useless. For example wtf is Dr. Doom doing? Sure he has a country to run but he is very aware that somewhere in NYC there is an unsinkable rip-off of the thing from Carpenter film that wants to skin-off Peter any second/anywhere, couldn't he at least leave an emergency telephone number or some kind of guy/mentor/trainer for Peter in case of emergency?

**OO**

**Cosgrove:** A middle ground somewhere between Marvel Adventures/Spectacular Spider-man and Ultimate universe in tone.

Well, again, I screwed up how I did the crime event. Honestly, I would have been better off having a few nervous goons having kids in the house, with only like one guy with a gun and the rest with things like knives.

But, I also agree with Carnage. I should have kept it as a backburner until something like the final arc and there's a lot that should've been done better in pacing.

To answer your question** Anonymous 2**  
Stella, well... she was something I thought I could execute better than I have.

Doom is a leader of a country and he's also working on trying to free his mother's soul. To him, there's more important shit going on. He's grateful to Peter, yes. But Doom's needs and country come first.  
So, if I did continue PPQ how would you all feel about some retcons to cut out the Grim tone and hopelessness and make it a bit easier on you guys. Would that work better? Mind you, being a comic book quest- the retcon would be a bit of a minor plot point, but it would also not be something TOO major, and it wouldn't be anything to deal with immediately. The immediate plot- Kingpin- would continue relatively unchanged- with some exceptions- and I'd be able to make sure everyone's on the same page and knows what they're supposed to know. It'd also let me cut down some unnecessary elements that have cluttered up things a bit.

Would that work for people?

I'm just throwing an idea out there, mind you.

**OO**

**Anonymous 3**

I honestly didn't mind how the quest was a synthesis of real world and serious. I wouldn't mind just finding the right balance of that.

As long as Peter doesn't sell his soul to Mephisto to get this retcon I'd be interested to see what you had in mind.

**Anonymous 4**: I wouldn't say "easier", per-se. I just want to know what tone you want to set for the quest. If you decide we should act like the smartass Spectacular Spider-Man and jump into hostage situations like nothing, beating up badguys, then I'd be fine with that. A lot of the fun is inventing stuff and getting our social connections.

If the retcon isn't TOO major, then fine, but I must ask, what is it?

**OO**

**Cosgrove****:**

Well, the things I'd retcon would probably be some initial stuff- I'll make an actual list out of it

Gwen not initially realizing she has powers and having to come to terms with them is why she freaks out and leaves. The stalker was meant to be Phil Urich, yes, and that will no longer be a real issue. As for how Phil got the goblin suit Smythe got him up on goblin gogo juice and armored him up because he's testing different serums.

Another thing is that most of the Jojo Bizarre Adventure stuff will go. The future arc will be affected, but how will be worked out once I've gotten everything else hammered out.

The Christmas... fiasco will be retconned into having not have happened as well as some Fantastic Four bits, because I'd like to resolve them better.

As for the Richard Parker Story arc, it'll still be sad, but less horribly so. It'll also let me streamline things to set up for any SHIELD stuff.

Carnage will be gone. Hikiko MJ will still be a thing, but for a much, much lesser version and much less tragic backstory- with Cletus Kasidy being blamed and jailed. It'll be over and done with.

Smythe will be more prominent and some more classic Spidey elements will appear more prominently (Nobody expects Paste Pot Pete!).

There's also a good reason for all of this happening, but the reason it all happens will be Kaine's fault in a way that makes sense and will never have to be brought up again. No deals with the devil, no real negatives for Pete, but he'll also sorta notice that everything's... off somehow, but it will mean the disappearance of a character for a while.

Felicia's mostly going to be untouched, but I might add some more fleshed out scenes to make some of her and Gwen's interactions make more sense. Maybe some past fleshing out, too.

Flash... is undecided, but possibly will remain as is. If it did, I'll change how things turned out. Like Electro were to happen. I'm also revising some background plot with Spyral.

**OO**

**Anonymous 5:**

**(Hikiko MJ will still be a thing)**

Good.

Loved that character change.

**OO**

**Anonymous 6:**

**From Cosgrove** **(as well as some Fantastic Four bits)**  
**Response:** Which parts?  
Did we not help Susan and Johnny or did it turn out differently

**OO**

**Anonymous 7****:**

**From Cosgrove (Another thing is that most of the Jojo Bizarre Adventure stuff will go.)  
Response:**

...No! No nonononono!  
I mean just WHY? I personally was a fan of it, especially the battle against Carnage was something that stuck in my memory as a particularly awesome moment. If anything I would have liked MORE of them, if only for the more upbeat/awesome feel it offered.

**OO**

**Cosgrove****: **

**Reply to** **(Anonymous 6)-** Pete would have helped them more and Richards will be less of a dick. More like the comic where he's able to talk about their children as an experiment- _"Of Course not, one will be the control"_

Pym will still be the hero Christmas needed in the Christmas Special.

To (**Anonymous 7)- **Well, the more OVERT JoJo things, that is.

**OO**

**Anonymous 8** :

From Cosgrove: **(Well, the more OVERT Jojo things, that is)**  
**Reply:** Did we still use the symbiote like a STAND? The fight in the future still happened?  
That was honestly my favorite part of this quest

**Cosgrove****:**

**Reply To** (**Anonymous 8)- **Obviously.

**OO**

**Anonymous 9**-Did we still have awesome interactions with DOOM?

**Anonymous 10****- **

**Replying to (Anonymous 8) and (Cosgrove)**

I'll be honest, when we returned back to the past I was hoping we could figure out a way to do that with the present day symbiote on a more permanent basis, it might have helped with the hunger meter  
Plus it would have been awesome.

**OO**

**Cosgrove: **

**Reply to** **(Anonymous** 9)-For the most part.

**Reply to** **(Anonymous 10)-**Not really feasible. It's basically the ultimate symbiote. It is not a force of good.

**OO**

**Anonymous****11:**

So Cos be honest, were you wanting Peter to get the Waifu-suit (Cancer/symbiote-Suit, or was it meant to be for Flash all along?

If we got it would it have really been our Waifu?

How did you plan to have it interact with us?

**OO**

**Cosgrove:**

**Reply to (Anonymous 11) – **There was a chance you could have. But it would have paid a toll on your social interactions and psyche.

**OO**

**Commuter:** Right then, all seems well here, though I am happy my shadowruns about MJ turned out to be true.

You can Jojo if you want to, Cos. I won't pose it against you.

**Anonymous 12: **

What kind of toll are we talking, like the suit telling us that we can only trust it or what?

**OO**

**Cosgrove:**

**Reply to (Commuter)-**

Might, but if I do, I'm probably going to keep it light. Like Hercules might be in a stone pillar (he wasn't actually a pillar man).

**Reply to (Anonymous 12)-**

No, it wouldn't. Mainly, dependency, and basically the permanent bonding and 'we' happening. (Felicia would not be a cool cat about it).

Also, will say this: Frank Castle might end up involved in the Kingpin arc. But that's not something set in stone.

**OO**

**Commuter:**

Did we still save Harry's mom?

**Anonymous 13:**

**From Cosgrove** **(Also, will say this: Frank Castle might end up involved in the Kingpin arc. But that's not something set in stone.)**  
**Reply:**

Shit he might be going after Felicia if she's working for Fatty.  
We're going to have to give Punisher a kick to the balls if he tries something.

**OO**

**Cosgrove:**

**Reply to (Commuter)-**

Yep.

**Reply to (Anonymous 13)**

Right now, there isn't a Punisher. Take that as you will.

Any other questions or such I could answer for you all?

**OO**

**Anonymous 14:**

We... saved Harry's mom even though the Christmas fiasco was retconned?

Or do you only mean the X-Men thing?

**Anonymous 15:**

Will we get to meet other characters more? Like Hank Pym and Squirrel Girl and Iceman?

**OO**

**Cosgrove:**

**Reply to** (**Anonymous 14)- **X-Men and Fantastic Four.

**Reply to** (**Anonymous 15)- **Perhaps. (Squirrel Girl isn't out of the cards).

**OO**

**Anonymous16: **Dr. Strange; anything else you can tell us about him? Aside from giving Peter PTSD and the entire future past arc (and catgirl Felicia) it's been my favorite thing in your quest and I'm a bit bummed out we haven't met him yet.

**OO**

**Cosgrove:**

**Reply to (Anonymous 16)-**

Doctor Strange... well, he's basically pretending to be the Mr. Satan/Don Kahnoji of the world when he's also basically the major US individual that deals with the supernatural and is on SHIELD's watch list.

**OO**

**Anonymous 17:**

I got two question:  
How dickish is SHIELD in this universe?  
Is White Nick Fury still alive, through the Infinity Formula?

Oo

**Cosgrove: **

**Reply to (Anonymous 17)-**

SHIELD Myth arc, but there's been two Nick Furys. One helped found SHIELD during/after WWII. He greatly admired Captain America.

Oo

**Anonymous 18:** Still don't get why you're pushing Cletus as the final boss. Like why him of all people?

Oo

**Cosgrove: **

**Reply to (Anonymous 18)**- Don't worry, he's basically being cut out of the plot, as of the retcons.

Oo

**Anonymous 19:** Oh god Cos I just realized, I'm fucking begging you man please respond to this please because it's driving me crazy.

Who the fuck was Girl Alucard back at the school Halloween party? I don't think we ever figured that out and it was driving me nuts, this just came back to my mind and I really would appreciate an answer if you don't mind.

Oo

**Cosgrove:**

**Reply to (****Anonymous 19)-**

It was indeed Bloody Mary.

**oo**

**Anonymous 20****:** Hey Cos did you have any plans if we had chosen to give up our powers to cure Felicia from the Cat Curse?  
Would we have gotten the chance to go full Super Scientist?

**Oo**

**Cosgrove: **

**Reply to (Anonymous 20)**

Yup, I'd had tons of plans- it was one of the roads that had the biggest chance of leading to the use of the symbiote or genius engineer peter, who could have also used the lack of power to safely infiltrate oscorp and deal with the Smythe situation from the inside. (After all, this is Peter Parker Quest, not Spider-Man Quest).


	49. A Whole New World

**_ARC: [What Lies Beyond The Darkness Beyond Time]_**

* * *

**Chapter 48**

**A Whole New World**

* * *

When you're erased from history and made an impossible paradox, you're gone for good, right?

There's no way back.

See, that's what many people have thought. For the most part, they aren't wrong. Being erased from history, you need something to keep you going, something to drive you forward through the darkness beyond time in the world that never was.

Oh, you might be curious to who I am. I'm nobody, really. But, if you must call me someone…

Kaine will do.

Regardless, yeah. There's a mad world here, on the ass end of time and space, long after the universe died. It's Earth, in a way, but I don't really want to go into the philosophical details and debates about it, I'm not.. I'm not Him, after all.

Well, in short, this is the place where everything that could have been, should have been, could never have been and has been all meet, in a world that's constantly shifting between timelines that have been, could be, or were impossible due to them being eliminated. Watching this world fluidly change is mentally stressful enough to drive one mad, so maybe that's why I'm able to hang onto my sanity.

Or maybe I was already insane and it drove me so insane that I've wrapped all the way around to sane again.

Either way, I've got something to hold onto. Even if it was for a moment… I saw [That Person]. I followed them as far as I could, but eventually even I gave in. My skin was rotting, my muscles were breaking down, my bones were snapping and my mind was broken into shards. But, even so, I clawed and dragged myself forward, searching for an answer to my eternal question/

[Why?]

Why could I not be him? Why must I suffer? Why? Why? Whywhywhywhywhtywhy-

I tear at my flesh to snap myself back to focused as my body, on the edge of breaking apart stabilizes. I will find that answer. And then I will see to it, that for all of my suffering, I will have hope. Reality is a zero-sum game, for everything good that happens, something bad will happen to equal it out. So naturally for me…

Shaking my head I continue forward. To my sides and ahead of me, on this twisted, warping road are those who have tried to do the same thing. A few are still dragging themselves forward,but most are already fading, replaced by a thousand other fading souls. All of them are here. None of them are here.

This has already happened. This will never happen.

Ultimately, deep down everybody knows this journey is [pointless]. It is without a beginning. It is without an end.

It is this logic that drags them down, breaks them down until nothing more than hollow shells remain. They will return to [Zero]. Their lives and actions pointless as they write in despair, until they stop thinking. This is what I have gathered from these remnants.

For me, whose entire life purpose was to suffer and despair pointlessly, this is nothing.

Amongst this road, I am the one who is able to [walk at my own pace].

In five minutes. In five hours. In five seconds. In five lifetimes. I don't know how long this has gone on when I stop being on a road. No, instead I am [in an empty room]. Stepping forward, lights run out in ripples, like water beneath my feet as screens come up, my [desire] to move forward. Screens light up as the [Throne of God] comes to life.

Yes, removed from time, removed from space, this is where time had changed. Likely the [God from the Bible] was here, if it ever existed. But now, there's nothing. An [empty throne] who reality is ruled by a [Zero-Sum Equation].

Timelines pop up, I see [Him]

Peter Parker.

The one who I am a clone of. Who I have the memories of. Who I should be. But, I'm nothing. Pulling up on the controls, I begin to write. Every [joy] you have. Every [success].

…Every [Hope]

I will stain them with [Despair]

This is /my/ hope. My zero-sum answer.

With this equation, with these changes to history, with this everything will cha-

**_NOTHING WILL CHANGE.  
_**  
My hand, which should have hit the button… starts to disappear.

**_YOU WILL RETURN TO ZERO, FOR ETERNITY.  
_**  
Ripping myself backward I turn towards it. The [Thing] what sits upon [The Throne of God]

Gold and eldritch, an alien being that made hope and despair, life and death [Zero-sum]

Black tendrils extend, forming into the blackened missing hand. I snarl as I charge upon it, as a hundred thousand [Tendrils] try to stab it through. They're reduced to nothing. I find myself back where I started, my movement reduced to [Zero].

I try it again, each time different as I take different approaches, each from a different timeline that could have happened, as it quietly watches. Collapsing to my knees, it begins to move, freezing only when I pull out [That thing]

Metal, of an alien make, forged into an ornate arrow. A [_ arrow]

I move to stab it into myself. This has been all leading to this. That thing, I reached and grabbed what [Made it] so, naturally, I can make something to rival it, while I finish my work.

**_YOU WOULD DARE?!_**

In an instant, an eternity of agony hits me as my arm is gone, having never been. The thing is angry, it seems. Likely, it has seen the plans for my action, that I've committed myself to.

I see it swipe at the monitor as every [change] I'd planned doesn't return to normal.

**_…THIS WAS YOUR [HOPE]?_**

Every intended change, for the purpose of Peter Parker despairing. For the purpose of him suffering…

They were not returned to zero, but, rather, the [zero-sum cancellation] of [Despair] by [Hope] occurred.

[Checkmate] occurred.

As it confirmed its changes and implemented them I began to laugh triumphantly. It paused, uncertain as cracks appeared on its surface.

"You've lost, asshole. Your [zero sum] replacement of [despair] with [hope]? I'm sorry to say you've just lost, because that isn't the case. My intent was, from the beginning, to replace [Despair] with [Hope], so naturally, by replacing and countering my changes designed to bring Further despair to an event, a history already drenched in it, you've instead [erased the despair to begin with]. Instead of causing my despair, you've fulfilled my hopes by [Erasing My Despair]!"

That's right, instead of a [Zero Sum] he'd created an end equal to a [Positive Two]. As such, it was [That Thing]'s loss.

What can you expect?

Even if I'm not him, I still have the experiences and memories of Peter Parker, and his ability was best at annoying those smarter or more powerful into making a [mistake] and then capitalizing on it, using it to grasp victory in an [unwinnable situation].

As it begins to break down, it's laughing, with the voice of a [young man] who has accepted his defeat good naturedly. As the [Final Change] occurred- The [darkness beyond time] began to disappear, taking with it this [World that Never was] along with the [Throne of God]. There'd be consequences for this change, sure.

But, as a result, the world, no universe. No, Multiverse was no longer ruled by the absolute law of [Zero-Sum]. New chances, new hopes, new despair, all in an unbalanced way.

Reality began to rewrite itself, perhaps for the last time as a clone and a blonde haired youth watch reality unravel around them.

…So, Peter, don't look ds defeated. Don't look forward with those empty, dead eyes. Once more, strongly believe in [Your own Possibilities].

"Oh, and you, [_ _ _] who has been watching over him, who is, even now listening to me… Don't let [Her] win."

Everything fades to white.

00

Peter Parker… no, Humanity… no, Everyone who is alive:

Don't forget.

Always, somewhere, someone is fighting for you.

As long as you remember that…

You'll never be alone.

Unseen, a blue flame burns brightly. Now and forever.

* * *

**Story Arc EVENT:**

**_[What Lies Beyond The Darkness Beyond Time]_**

**END**

**To Be Continued...**

* * *

_**Please Review**_

* * *

**Publisher's Note's:**

Next chapter will basically be a recap of whats happened and what possible changes have been made because of this chapter.


	50. Recap: The Story So Far

**Publisher's Note:** [Overall history- of the story so far!] This time around. Thats because of last chapter many things have been retcon, so this recap will show the changes that have been made.

* * *

**CHAPTER 49**

**Recap: The Story So Far**

* * *

The story, overall began with Peter Parker, which is no surprise, as it is his story!

Well, it begins when Peter's school goes to visit Oscorp, run by his friend Harry's own father. The two have a tense relationship, mainly from Norman Osborn's cold and removed personality. Spurred on to go with Gwen by Harry having to leave, the two visit the Spider-exhibit.

When Peter noticed one gone, he tried to stop it from biting Gwen, only to get bit himself. Thinking it a normal spider, Gwen tried to get it off of Peter. Acting to try to stop her from getting bit, He smashed the arachnid and, slowly, began to feel unwell.

Waking up the next day, he found himself no longer needing glasses and stronger and more agile than ever with the ability to cling to walls! Taking a little while to experiment and make sure he wouldn't break things or hurt anyone, he continued his life normally, or so he thought!

Confronting Flash Thompson, Gwen Stacy interjected and sent the bully running. Feeling bad for Peter, who got himself bit by a spider for her sake, she was surprised when he admitted his own new powers to her, confidentially, along with what he had overheard that day after Gwen had fainted- Doctor Alister Smythe would be after him if he knew Peter has super-powers, though, he didn't mention the Spider-sense as he himself hadn't quite worked out its existence yet, unfortunately. The two promised to work together to look into bringing down the villainous Smythe.

In the meantime, Peter began to tutor the sick classmate Felix Hardy.

Investigating deeper, Peter found out that Gwen was having troubles because that the [Black Cat] a mysterious, famous burglar was planning a heist and it was something that could get her father fired as a scapegoat if the thief was able to succeed!

And yet, at the same time, Peter was having his own troubles. In a hidden compartment, he'd discovered the [Hidden Notes] of Richard Parker, his father! And worse, it hinted at Harry's own father, Norman Osborn, as the culprit!

Using these notes and help from Gwen Stacy, they fashioned a makeshift costume with a spider design on it. Working out the confidence to ask Gwen Stacy out, he asked her out, only for her to freak out. Finding a stalker's note addressed to her, he began to investigate what he thought was the main problem, enlisting of the surprisingly outraged Flash Thompson in his search.

Unfortunately, that very night, was also the time when the Black Cat would strike. Stopping the girl, dressed as Gwen Stacy, in her tracks he caught the thief. The victim, J Jonah Jameson, unwillingly paid the reward money he'd promised and before he left, Eddie Brock caught a picture of the vigilante. Yes, [Spider-man] was born that night!

But, upon leaving, he was soon found by the Black Cat, who had already escaped! In a cat-themed costume she straddled the hero and made her interest in him clear! She proclaimed [I will steal your heart!]!

And, even more so, when the youth Felix Hardy turned out to really be the girl [Felicia Hardy], The Black Cat herself! Taking a chance, Peter extended his hand to her, and the Thief had her own heart stolen by our hero!

Unfortunately, it was revealed Peter's old Bully, Mary Jane Watson was returned to be his neighbor. Terrified, our hero met with the frightful specter of his youth, only to discover that she'd become a shutin terrified of the world. Likewise, a student was expelled for his actions concerning Gwen Stacy, his name was 'Phil Urich!'

But, if that wasn't enough, a 'burglary' happened at Oscorp! The wheels of fate began to turn! Peter Parker and his school were attacked by the 'HobGoblin!' As such, Spider-man made his return and made the villain retreat! This was the start of Spider-man's conflicts with the Villain!

In the meantime, Peter began to help tutor Flash Thompson, the old bully he'd already forgiven and made friends with the football player! Likewise, it turned out that the teen had become 'Spider-man's biggest fan' because of the fact he was saved by the masked Hero!

A second encounter with the 'Hobgoblin' brought about a surprising truth from Gwen Stacy- she had the [Same powers as Peter!] and that it was why she distanced herself! The tension between the two was still there, but the beginnings of a friendship reconciliation was beginning, as cracks began to appear in Peter's friendship with Harry!

When tricked by a shady merchant into busying a cursed gift for his girlfriend, Peter decided to look into finding a cure- calling on Gwen Stacy, he finally got a reluctant answer and date proposition! Go see 'Doctor Strange' at his live showing with her! Unfortunately, he had to reveal that he had met someone else, leaving Gwen with a sad smile as she left, alone.

Unable to privately meet with Doctor Strange, Peter had a more terrifying encounter, with one 'Doctor DOOM!' where he accidentally crossed onto the Latverian Embassy's territory! The leader of the country made a deal with Spider-man [Deliver this message to Susan Storm for DOOM and DOOM will cure the curse!]

Breaking into the quarantined Baxter Building, Peter Parker met with and broke out [Susan Storm] and her brother [Johnny Storm] who has both gained fantastic powers from their trip into space, along with Reed Richards! Barely, they escaped as they noticed a strange helicopter with three ominous figures entering the Baxter Building, their leader a man with an eyepatch!

Returning to the embassy, Peter was indeed helped by DOOM,who sent Peter into the future for a cure! In the future, Peter met with [Doctor Spyral], a woman who had made herself into a cyborg, a cyborg girl without a past [Alice], and [Agent Venom]-Who was none other than Flash Thompson! The three of them were attacked by a monstrous monster named CARNAGE!

An aside- Carnage was, in Peter's time, a nickname for a serial killer who was on the lose.

But here, it seemed to be, in this ruined world, no less than Gwen Stacy herself- or so it appeared! It seemed like the pure murderous madness of CARNAGE has become a parasitic life form that possessed others, and for some reason it needed Peter's own blood!

Alice, Doctor Spyral, and Peter were able to escape, but not without a cost! A Hero's life was taken by CARNAGE. Peter swore that Flash's life wouldn't be in vain!

The group raced across the future to Doctor DOOM's only remaining base, chased by the monster known as CARNAGE!

Upon arrival, it seemed like that they had been tricked- The Jackal, a madman who cloned Peter's blood in the past to make clones- food for Carnage- was waiting there! The three of them fought, tooth and nail, but it was no use, CARNAGE had obtained the Blood it needed and declared itself 'the Ultimate Being!' before a distraction came! A monstrous white tiger with familiar eyes began to maul and distract CARNAGE and The Jackal, giving them an opening to move on to the castle!

Confronting Peter in DOOM's throne room, Peter revealed that he'd been observing CARNAGE and revealed his trump card- the Alien Symbiote [Venom!]- by gaining Peter's spider-sense, CARNAGE had made itself weak to the symbiote as well! Defeating it, Alice and the symbiote held off the monster from regenerating itself, in order to give Peter the time he needed!

In the final room, Peter found what had been left to him- preserved for his arrival, DOOM had left the cure and a notebook to himself in the past- he'd sacrificed everything to keep his word. Before he was sent back with the cure, Doctor Spyral handed him a letter for herself in the past- the cold and ruthless cyborg held a look of remorse and regret as she did so- before sending our hero to his correct time and destroying the time machine!

Returning to the past, Peter immediately, after recovering, took action! He reunited the stubborn Storms with their comrades, and forced the beginnings of reconciliation. Before he left, Reed Richards had, quieter than anyone else but the masked hero could hear, thanked Spider-man!

Getting back into his life, from the horrifying future was stressful, but he did his best. And then, on Halloween, he, once and for all caught the Hobgoblin, who was no other than the expelled [Phil Urich]! It was also the first appearance of the [Scarlet Spider]! Suspecting Norman Osborn, Peter hid the equipment so it couldn't be recovered, but the next morning when he went to recover it, it was gone!

As he worked on advancing his tech and cracking his father's encryption on his hard drive, time advanced. And, before he knew it, it was Thanksgiving, where Peter's old family friend [Eddie Brock], who he'd made friends with again not too long ago showed up. A surprise visit from Norman and Harry Osborn turned out to be a tragedy, as Harry Osborn, when Peter asked him to help out Mary Jane Watson, revealed his true colors and spitefully attacked Peter and his friends verbally.

After finding Mary Jane, the dinner finally happened, with Norman Osborn trying to scout Peter and Gwen and revealing he was interested in recreating Tony Stark's personal [Arc Reactor].

Following the disastrous holiday, Peter through himself into his work and cracked the harddrve, only to find it potentially tampered with. As he worked through the files, he found that his mother might've had connections with [SHIELD]- as an agent, which had caused conflict with his own father! Likewise, Norman Osborn might've been framed.

This culminated on Christmas night, where, when the security of OsCorp mysteriously went down, so Spider-man and the Scarlet Spider investigated, splitting into two teams- lured into cold storage Peter found his father's work in the form of the monstrous [Project Venom] before the cold storage shut down and the beast attacked! Fighting the beast while Norman Osborn arrived, it seems like Peter managed to take control of [Venom] and eject its old host, Emily Osborn- Norman Osborn's wife tried to make the project her husband and best friend were risking it all on work.

Taking the last two untainted samples of his father's work, Peter left the crying and grateful Norman Osborn to find the Scarlet Spider, only to find her at the ruined R&D, as someone had already ransacked it! Worried for Peter and the suit he wore, the two reluctantly split ways and headed home, only to find that the secret compartment and his bag had been busted open, from this inside!

The next day, when he tried to stop the [Crime Master] and his gang he discovered his [Spider-sense] wasn't working as he was shot with strangely advanced weapons by the Criminal! Venom, breaking from control, turned into a raging monster.

Meanwhile, Flash Thompson, who has felt like he'd been watched for the entirety of the day and previous night was with his little sister, only for them to be right in the path of the monster's rampage! As he prepared himself to die to save his sister's life, he was contacted by a voice, which offered to make him a hero. Accepting, it took his goals and plans to join the military and be a hero like spider-man.

[The Black Spider-man] who in the future was [Agent Venom] was once more present. Stopping the parasitic monster, which was weak to electricity with power lines, he was unable to see who it had taken over as a red and blue figure gathered the person up and fled!

Weak and recovering, Peter planned his next move as Flash laid low. Spider-man was reborn! His original self-made costume with new equipment once more entered the field. While recovering, he found his knowledge was broader than it had once been, perhaps as a result of the suit he'd worn?

Regardless, waking up, Peter felt like there was something off. That, though nobody else had noticed, there was a hole in the world. That there was something important missing...

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**End**

**To Be Continued…**

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**Please Review**

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**Publisher's Note:** Next chapter gets back to the story.

**Stella:** Yes, Stella is gone for the cost of what Kaine did in the last chapter, that's why Peter felt that something was missing.

* * *

Also, I should put some of the characters info down here as well.

**[Gwen Stacy]**

Gwen Stacy has always been someone around Peter Parker, though they didn't interact much in their youths, their equally great smarts drove them into an easy, lighthearted rivalry. Even so, they didn't talk much Peter was generally rather meek and usually stuck with his friend Harry Osborn. However, as Peter's Uncle and Gwen's father were friends, they have met on more than one occasion.

There was a possible attraction on both parts' behalf but an unsure way of breaking the ice- unfortunately, the perfect event, which is when they were a group at the trip to Oscorp began a journey that broke that fragile balance. Both bitten by the spider- though Peter was sure he'd stopped it from biting Gwen, they both began to undergo supernatural changes. Unfortunately, unlike Peter, Gwen began to become introverted and terrified, unaware of why strange things were happening to her.

When Peter Parker confessed to her, she was terrified and turned him down, avoiding him out of fear of herself and began avoiding him, afraid that he would think her a freak. Always self-conscious of her appearance, she intentionally underdressed as she'd prefer to read a book than deal with some random guy hitting on her. There was an incident about a stalker, but it was quickly reported to the school and she thought it dealt with as she felt more and more 'danger' begin to surround her.

As it is, eventually Peter confronted her and she realize that Peter was in the same boat as her, but also soon after found out that during the time she'd avoided him, there'd been someone else that had approached him and became his girlfriend.

Frustrated and a little annoyed by the overly catty girl, Felicia Hardy, she's grown suspicious when, more closely looking into her past, there seems to be inconsistencies, such as her brother- Felix Hardy- having never been admitted to any hospitals for treatment after he left the area- like he and her family didn't exist anymore. Worried for Peter's sake, she began to investigate.

**[Mary Jane Watson]**

Rather overbearing and a bully to Peter during their youths, she actually started off as a girl that always clung to her sister, Gayle. There's a lot about her youth that Peter's not too sure about, but he remembers that his father was rather upset with Mary Jane's father leading to him confronting the man shortly before he moved, taking Mary Jane, her sister, and their mother with them.

Returned to staying with their Aunt after their mother died, and their father in jail for abuse, Mary Jane's rather withdrawn- to use one of Harry's terms -a 'hikikomori'- who spends most of her time online and playing videogames. Peter often tries to spend some time with her at the request of Anna Watson, who is worried about her niece.

She could take better care of herself, but thanks to her Aunt, who is a nurse, she at least has to try to stay in shape.

**[Harry Osborn]**

Peter's known Harry for several years now. Mainly Harry was the one to approach Peter, but he'd declared himself Peter's best friend so that was how it had been.

The two never really got along one-to-one. Harry, who has gotten whatever he wants thanks to his ridiculously large allowances from his distant father, has lived in the lap of luxury and has a bit of an ego problem.

Unfortunately, Harry's got no real friends other than Peter as most of them only want to be around him for his money and he knows it. But, when Norman Osborn showed more interest in Peter than he usually shows in his own son, Harry didn't take it well.

Acting like a spoiled rich brat, he broke off his friendship with Peter by taking things way too far, to the point Gwen threatened to break his nose on thanksgiving night. Did he regret what he said? Well, Peter's not too keen on caring until Harry gets over himself and actually apologizes for what he did and said.

**[Flash Thompson]**

He's been a bully to Peter for a while before this, mostly for academic stuff. He's since then tried to make amends and he's asked for tutoring from Peter.

As far as Peter knows, there might be some problems Flash has with family- he never, other than his sister, mentions them. He's also firmly opposed to violence against women, which makes Peter have some suspicions, but Flash is a proud person and will likely shut Peter out if he forces the issue.

Seems like he has an interest in joining the military, but he's also got the opportunities to do sports scholarships.


	51. Oh The Irony

**CHAPTER 50**

**Oh The Irony**

* * *

It's morning, waking up with a yawn you listen to the quiet morning. The silence of the morning, barring your alarm is normal, its always been this way. And yet…

And yet…

There's been something off with things lately. You're not sure what it is, like someone rearranged your stuff, but you're not sure what.

Heading downstairs, you enjoy a muffin while you sit down to your Aunt. You'd received a call from Elias last night, seems like your blood is normal, but he'd still like you to be careful. Which is understandable, as he's a doctor. Seems like there was something going on with Doctor Curt Connors, according to the net. Your Aunt gets up, getting her bag and goes on. "I'll be next door with Anna if you need me, Peter."

As she's about to head out you pause and ask her the thing that's bothering you. "Hey, Aunt May, doesn't ti feel like something's missing?"

Giving you a sad smile, your Aunt shakes her head. "I tell Ben he's working too much. I'll make sure he has some time to spend with you in the future. But you know, you don't have beat around like the bush about it Peter. Also, congratulations again!"

As she heads out the door you let out a sigh. That isn't it. While you miss the time you spent with Uncle Ben, that wasn't it. Yeah, that definitely wasn't it. Somehow, you just know. But there's also that thing with Stark Industries, where you've been invited to some sort of event next week.

In the meantime, you should probably do something. Gwen said she's looking into something. She won't say what, but it seemed important, but she's otherwise said to call her if you need any information.

Flash is… well he's busy with family stuff, so I'll leave him alone.

But that does leave me with the day open.

You really should work on your science master and show them, show them a-ahahaha. That is, you should brush up on your science-ing skills before you meet Tony Stark. Ahem, regardless, there's some more important things to do. Leaving a note for your Aunt, you grab your costume and head out.

On the way you call Gwen.

"What's up Peter? Need something?"

Giving a sound of agreement, you go into detail about the Crime Master, he might have some connections to the Kingpin possibly. Gwen's silent on the line before giving a thoughtful 'hmm'.

"It's possible. The cops are told to think of the Kingpin as a rumor, but if there was one, then it'd be likely, I'll see what the police have on them, when I've gotten more info, I'll send you a text with the info. Anyway, how's things going lately? Anything interesting happen?"

Explaining the letter, Gwen gives a gasp. "Hey, so did I. I wonder what Stark's up to. He normally doesn't do this sorta stuff considering you know, who he is. Hmm, wonder who else got an invite. Well, anyway, I've got to go. Talk to you later!"

With a dial tone, Gwen abruptly hangs up. Letting out a sigh, you head out and go get changed in a place out of the way. Getting your mask on and working, you keep an ear out for anything but it seems pretty quiet.

Swinging around, you eventually hear a police report.

"We've got two masked individuals in costumes! They just robbed a… they robbed a pet store! Things stolen include the money, merchandise, and… a puppy! Location is…"

Immediately redirecting yourself, you head towards the area. On the way, you notice that there seems to be an unmarked van driving at quite dangerous speeds, police in hot pursuit, listening in, it seems one of them is in a quilted costume with brown bits and the other's in a blue and red outfit.

Keeping yourself in the air, you keep an eye open for a good point before changing how to make a web and web its sides to two large posts, which slows it enough for the moment- the webbing won't last too long, for you to web it and its wheels up as the vehicle, a moment later, is impotently sitting there.

The doors open up as the driver, the one in the blue and red outfit, with some gold detailing nervously looks out at you. He swallows as you hear two people talking. "-ought he was fake, man! Oh, god!"

The two are soon running out the other side of the vehicle, and pretty fast two, but you're already in front of them. "Robbing a pet store? That's some really pretty crime, guys. Looks like you'll have to go to the doghouse."

The two glance at each other, as the one in blue pats the other one on the shoulder as roller blades pop out of his shoes. "Good luck buddy."

The two actually look like they're swaying and the one in blue's breath smells like alcohol as he tries to flee on his roller blades into an alley. The other guy's standing there, freaking out.

"Hey, isn't that based off my old costume? Really wish you wouldn't do that. Its like you're trying to make me look bad!"

He nervously swallows as you hear his fists let out a high-pitched whine.

"I would make a joke right now about how much I hate whining, but I kind of feel sorry for you guys."

Webbing his fists up with strong webbing, then webbing those to his sides, the whine dies down as he looks a bit baffled, then afraid as he turns to run as you're already there and pick him up and throw him at his buddy, who is roller-skating off.

The guy looks back in time to veer to the left out of the way.

What.

The guy on the ground is groaning as you web his legs to the ground. Okay, yeah. That worked out better in your head. You need to practice throwing dudes more.

It isn't hard to catch up to the guy. He's literally right around the corner. Honestly, you were kinda expecting… more.

He's obviously been swerving and crashing into vehicles in his panic. You can actually catch up to him as he looks to the side in shock as you job alongside him. "You know, there's a reason they say don't drink and drive."

He begins hyperventilating when he looks at you, looking like he's going to blow chunks.

Jumping back, the vomit covers where you would've been running as the guy actually stops running and starts hurling. Big time.

You know, if it weren't for the fact you can't do it, you'd almost let them go. They… they make you feel /bad/ for them. You expected someone a little more… Hobgoblin level. Like, not as bad, but at least interesting to deal with. They're just two drunk guys who robbed a petstore.

When he's done you web his legs up and hands and drag him over to the other guy, who seems to be fine- on closer examination, yes it is the material you patented. Or, rather, Felicia patented for you under an alias. Apparently that stuff was being sold, so that's how this guy got it.

Regardless, they're both nice and webbed up and you can hear the police nearby. With that, its your cue to skidoo. Maybe you should look into leaving little business cards?

Webbing yourself on up into the sky before the cops can arrive, you consider your next actions. Still no text from Gwen.

You… You'll just go home.

That. That was sad.

No more crime fighting for today. Their showing today… it almost drives /you/ to drink. But then Aunt May'd get mad and then you'd have to have an awkward talk with Uncle Ben and then- you know what? No. This line of thought has gone on too far.

It takes a little more than an hour to get back and get changed before you head down to your basement.

When has science ever lead you wr-

Ah, well, there's probably something you can do. Should you work on costuming tech? Something to impress Tony Stark? A project to interest Doctor Spyral?

Hmm, choices, choices.

Getting up, you think that'd it be best to impress Stark. He's a mechanical engineer, so that'd be the things that impress him, most likely. You'd have to avoid anything you'd use as Spidey, but you could probably do something in that field.

Like make a tiny arc reactor. Maybe. Probably. Hopefully?

Now, as a PURELY hypothetical thing that you are not showing him, but because you want to see how skilled you are, you will now begin the science to miniaturize the arc reactor. This will work, probably.

And besides, its mainly the math you're doing, it isn't like you're building the thing.

You'll probably build a little robot thing. Nothing can go wrong with little robots.

You think and do the math, looking at the Arc-reactor's blueprints and doing the math, you slowly consult notes, and search your memories for the design of Stark's one in his chest. You sit there for hours working away at the math and putting notes to the side as you progress on the science of the arc-reactor.

By the end, you've developed a few concepts here and there and a slight worry. How exactly is Stark dealing with the palladium bleed off? Might be something to ask him when you meet him, since that seems rather dangerous to not have dealt with.

But you have the science on how to replicate the arc reactor and, if you weren't worried it'd draw all the wrong attention, you could probably build it and hook the house up to it so Aunt May and Uncle Ben never have to pay a power bill again.

Still, for now you've come up with some ideas you could later expound upon for your own private work.

…well, what could it really hurt?

It takes you about like, an hour, to grab everything you'd need to make it, just being sure to space things out and pay with cash.

When you're done, you head home and down to the basement and get to work, taking apart, refining and processing things as you get them ready.

You're not sure how it long takes you, as you've gotten all the math and such down, so you've only got make it. You ready the casings, the electronics, and the palladium as you refine things down. And then, before you're done, you double-check things.

And then you begin the reactor.

It takes a moment, your heart almost stopped in your chest, as it comes online. You test it, make sure it's working and it is.

You've made an arc-reactor. It's rough looking, like you made it in a cave with a box of scraps, but it works. It actually works.

Oh, shit. You've got a working arc-reactor. A fully working arc reactor.

Holy crap. HOLY CRAP.

Staring at the bluish-glowing device, you can only think one thing. 'What, exactly, should I do with this thing?'

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_**END**_  
_**To Be Continued**_

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_**Publisher's Note:**_

If anyone is confused Peter basically has the gear he had in chapter 47, I'll show it below.

Also, I cannot stress this enough Peter did not build a complete arc reactor, he basically built the 1st arc reactor that Tony created in a cave with a box of scraps, the hints should have told you otherwise.

But to clarify, yeah, basically there'll be a list of changes.  
for now these are important:  
Mary Jane's sister is still alive.  
No split personality.  
Cletus Kasidy was the serial killer and is caught, think I forgot that in the recap, but that's what happened. Still in jail.  
No X-men event  
the storms are talking and working things over with Reed Richards and have been for a while, they still call Peter once in a while, though.  
The vase is not broken  
Flash doesn't have an empty future gun  
Gwen's doing a lot better right now  
Stalker situation was dealt with- unofficially you and flash are responsible for catching Urich  
No future carnage  
Sandman still is a thing, as is his daughter, but the daughter's stable-r.  
Peter's definitely alone in his own head, probably.

Anya's still alive and well. Time changed and she made the jump across the building, barely.

* * *

**Equpiment:**

**(Fake) Glasses**- Hides the fact that your sight is now perfect to the unaware.

**Hard drive-** a removed computer hard drive. Contains files left by your father, could possibly be unreliable in some cases due to tampering.

**Richard Parker's Bag** - Has a lock on it. A bag that belonged to your father- holds blueprints and notes on his works, as well as a warning. Missing its security device ink bag's contents, strangely enough.

**Spider-man costume (Durable)** - You can't wear it under your clothes, but it reduces both your agility bonus and the damage you take by one. It does, however, boost your fellowship bonus by one in the costume. Looks like it could fall apart any time now.

**Spider-man costume (sonic-proofed/Agile)**- It's too thick to wear under your clothes, but your agility isn't decreased. However, you can't hear anything while in this costume and it can be sweltering during warmer months, but it should protect you from the Hobgoblin's Sonic Laugh. not recommended as modern use.

**[Equipped]Spider-man Costume- (Durable/bulletproof/Agile/prototype equipment)**The classic Spider-man is back! With prototype smart goggles and comms, he's back and better than ever. He's still has a lot of mobility and can be kept underneath his clothes. He's even bulletproof against small arms (mostly).

**Spider Tracers- 3x.** These only work within three hundred feet, but you can track anything with one of these on them with your spider sense.

**Revolving Webshooters- production type**- the streamlined and refined version of your prior webshooters. Minor adjustments have been made, each webshooter can carry a total of six cartridges.  
**Strong Webfluid x6 -** a thicker webfluid, unsuited for webslinging, meant more for restraining and reinforcing due to its thicker, hardier nature.  
**Standard Webfluid x6**

***Prototype Arc Reactor** –This baby has enough power to serve Uncle Ben and Aunt May's electrical bills for a long time.


	52. Mysterio Rises

**Chapter 51**

**Mysterio Rises**

* * *

An Arc Reactor.

Largely credited to Howard Stark, it was thought of as a 'publicity stunt to appease the hippies' as a form of power generation. A dead end.

And then Tony Stark turned the world on its head by miniaturizing it.

And now you have one you are holding in your hands. Right now.

You made this.

Mind you, you already had all but the math basically held out for you, but you still managed to do it.

And you can't even tell anyone.

But, also importantly, there's that meeting with Tony Stark in nine days. If you spend all your time, you could make something from your ideas to impress him possibly. There's also the whole 'your girlfriend's probably working with a criminal mastermind because it has something to do with her father's death' thing.

So.. What are you to do Peter Parker?

Well, you should probably focus on messing with criminals and looking for leads on the Kingpin. If you find a lucky break or Gwen comes through with some details, then you might be able to spend some time on ideas, if only to have something to show Stark.

You spend the rest of the evening cleaning up the basement and stash the arc reactor away. It's about nine at night and you received a text from Gwen saying she'd need two days to accurately get the data on people who might be associated with the Kingpin. It is Wednesday night and the meeting with stark is in nine days, on next Friday.

You could head out to fight crime, but there were those guys earlier… ugh, you're feeling depressed just thinking of it.

Regardless, heading out you keep your police scanner active as you go and websling around for a while when the reports of a stolen armored truck came in.

apparently it was there one moment and gone the next. There's also a report of a car being stolen an a different area.

Arriving at the scene of the crime, you make sure to take photographs of everything and record all testimony the police are getting while remaining out of sight. As things are currently going, you've noticed some unnoticed fresh truck tire marks, along with some sort of discarded ticket on the side of the road.

There was some sort of bright slash that made people disorientated for a few moments, but then the truck was gone. Apparently there was also some sort of street performer nearby, but that person's since left the area.

You've gotten some ideas, but you'd need to look into this more.

You move around to get a better look at the ticket before pausing. There seems to be a location from where the ticket was bought- it's a lottery ticket- and it has today's date on it. There's probably fingerprints or such on it, but you don't have the access to databases you'd need for that.

Making note of the location where the ticket was bought from, you look as the tracks seem to lead into an alley.

Following them, you find, a very short way away, a small parking lot that seems to be empty with nothing in it.

Searching around, you almost miss it, but looking back, you find several cans of quick-drying paint along with paint covered rectangles in the nearby dumpster as you look back at the parking lot and see that there's several spots that, if you do the math, could look like the outline of a truck.

But no way.

There's no way that'd work.

Really? Really?!

Did whoever stole this truck really just go and paint it and get away with it?

What did they do, paint it as an icecream truck or something?

…

It's been a little while since the crime, but if you were some sort of madman who stole an armored truck and painted it and somehow got away with it, then… looking at the paint amounts…

Well, they dumped them all out so it's hard to say, but there was white as well as most colors of the rainbow.

So, your gut wants to say 'Ice Cream Truck'

Because that is the exact kind of nonsense this seems to be.

But, just to be safe, you keep an eye out for any sort of truck that could look like an armored truck.

Swinging via webs you spot two trucks. One's a very classic looking ice cream truck with multicolor polka dots and the other is a dark, unmarked van. They're driving in two different directions.

Moving up, you quickly get close to the unmarked truck and throw at tracer to its roof and let out a sigh of relief as it attaches and activates, driving off. Heading back towards the ice cream truck, you do th same and follow from above, unseen. Seems like there's a big Ice cream cone on top as it plays classic 'ice cream truck music' but it looks… off on a closer glance.

It has to be this one.

Following, you see as it drives for a whole and seems to be heading to a warehouse.

Landing on top of the truck as quietly as you can, you remain quiet as the truck pulls into the warehouse. You keep yourself hidden by the ice cream cone as someone with th description of 'street performer' walks out of the truck's rear gates as the warehouse closes behind it.

Another inconspicuous person is there as the two of them start unloading money, not noticing you in the slightest. You notice, however, there is a shrouded form on the other side of the warehouse, with the lighting specifically made to hide the person.

"How went the Mission?"

The voice is deep, magnified and distorted to have an illusionary quality to it. Who it is, you can't tell, as when you try to zoom, you notice that there's obscuring, tinted glass between the figure and you. One of the two, the street performer, gives a load sigh as he shakes his head.

"Look, Boss, this was easy, but I don't think it'll work again."

The voice of a woman comes from the man? As it begins to peel away the disguise at a nearby sink. The other guy is moving the money. They're both a little distance from you.

You move silently as you quietly take down the guy as he heads back into the truck to grab more bags. With a few tactical uses of webbing and a careful punch to the face, the guy is unconscious and webbed up in the back of the truck. After a few moments, you hear the woman- girl,really, she doesn't seem too much older than you- call out.

"Chance, are you being a lazy ass again? The boss is waiting!"

There's nothing as the woman lets out a growl as you hear footsteps approaching.

"POWELL! GET YOU ASS OUT THERE OR YOU'LL SEE HOW I GOT MY NICKNAME!"

You hide the guy Chance, or Powell, or whatever his name is as well as yourself as you see a girl come to the back of the Truck's open doors.

"Powell? I'm not FUCKING AROUND!"

She glances around before starting to move in before pausing and putting a hand to her throat and clearing it before SCREAMING into the back of the truck as you FEEL the sound hitting you- as it does so, you see her cut off and look where you've stashed powell, then where you are.

Was that echo location?

With her voice?

"BOSS! TROUBLE!"

As she's already running.

Extending an arm to web her up, you see her glance back as you do so and drop to the ground as the webbing flies where she's been. Picking up a bag of money, she grabs it and begins running, her sonic voice blowing the door open.

"I'M OUT AND TAKING MY PAY! NOT WORTH IT!"

She seems to be making a run for it, but that means her boss probably knows you're here now and with the webbing that hit the wall, might know who's after him.

Spider-man, that is.

You let her run. She's the thug, and the person you can't let get away is the mastermind, the boss of this operation.

Getting out of the truck, you see that the figure hasn't moved from its chair in thee shadows, behind tinted glass.

"Ah, so that's the bug that crawled into my home. Spider-man."

The voice seems calm and almost amused.

"Oh, and who are you all dark and mysterious?"

The figure pauses, quiet for a moment. "Mysterio, huh? I think I'll take it! Yes, call me Mysterio, Spider-man!"

As you move to advance, you see a hand raise itself. "Ahahaha, I'm quite liking this banter, so please do entertain me but for a moment more. It isn't like I'm going anywhere, so let us talk like civilized Gentlemen!"

There a pause as the voice grow ominous. "…Or will I have to destroy you with my mastery of the arcane arts?"

Reaching Into your pocket with one of the spare disposable phones, you stealthily mute it and call the cops as you keep the self-proclaimed Mysterio's attention.

"Well, to be honest, I don't think you're really a master of the arcane arts, buddy. Parlor tricks and illusions are the only real magic!"

You hear something thud as Mysterio's raised hand slams down before, moments later you hear chuckling. "Yes, I see. You have a point, Spider-man. You can't make someone a believer in magic without first giving them proof! I will show this entire city my mystical might!"

Mysterio's quick to reign in his temper, but you notice calling him on his claims might be a berserk button, or it might just be a good façade. You don't know well enough to find out. You hear the police dispatch in your ear to your location as Mysterio pauses.

"So, that was your game? I'm afraid the police have no way to jail my magics. It's like trying to bottle the air itself."

"So, you've humored me, Spider-man, and as such I must thank you! You've begun something new! Normal crime and police shall tremble in the wake of the likes of you and I, who are above the common man!

"Next time, let us have a truly great battle of wits!"

"And how are you going to get away? Magic?"

Mysterio laughs as your Spider-sense starts to tingle slightly as the tinted area where he sits starts to turn red.. "Indeed! EFREET! YOUR MASTER BECKONS!"

Flames and the form of a large beast made out of flames appears behind Mysterio's form as the area he is begins to ignite. "NEXT TIME, SPIDER-MAN!"

Jumping back to by the truck, you feel the heat as a curtain of flames bursts forth and, when its gone, there's nothing but you, the thug, the truck and a large intricate, almost eldritch circle of ash.

And that's when the police sirens become audible.

Yeah, you should get out of here. You've gotten some information, even if this guy isn't related to the Kingpin, it seems like it was probably better to get involved. Might actually be magic, might be it was a fake and he was gone all along.

You'll find out when you catch him.

Bringing up an image of the girl with her face mostly clear of make-up in your comm-lens, you have at least one lead. But Mysterio seems egotistical enough to lead you right to him. You'll just have to be ready.

And he still might have a connection anyway.

Regardless, you need to call it a night, maybe you'll have some good news in the morning.

* * *

**OO**

* * *

"Wilson, on your best behavior. We have to look good for our cover for the foreseeable future. Don't fuck it up this time."

"Yeah, yeah, yeah. Whatever. I'm always awesome with people. I'm the people person."

"Alright, fine, I get it. Best behavior."

*Door Bell Noise*

"Hello?"

"Yes, sorry to bother you Ma'm, but we're new just down the street and we're introducing ourselves."

"Oh, a pleasure to meet you gentlemen. I'm Anna Watson, and you are?"

"Oh, I'm Jack. Jack Wilson, but all my friends call me Wade."

"Pleasure to Meet you Miss Watson, I'm Frank. Frank Castle."

* * *

_**END**_  
_**TO BE CONTINUED...**_

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Please Review, Favorite or Follow.


	53. A Little Downtime at the Arcade

**Note:** I'm sorry I haven't posted lately, but I have other things to worry about in my own daily life, also this is the best time to say it now but the actual Peter Parker Quest site has been running slow for a while since Cosgrove's job has been eating up most of his time, so you'll no longer be receiving more quick chapters as usual, about once a week it will be updated on Tuesdays but right now Cosgrove has to do things for his job until July 10th, luckily there still new chapters in the archives that I can publish for now since until than , so don't worry about this story ending, it will continue as long as it still remains fun and Cosgrove does not give up on it.

Remember to either **review**,** follow **or** favorite **this story**.**

So for now enjoy your new chapter.

* * *

**Chapter 52**

**A Little Downtime at the Arcade**

* * *

The morning comes too soon. After avoiding the cops and getting back to your clothes, you headed back home. By that point it was pretty late, so you had to reheat the dinner that was left for you. Making a few notes on the things you noticed in the warehouse, like the girl and her appearance, and writing a note to go over the video feed that was saved on your mask.

Gonna need a place to store that data, too.

Regardless, it was called a night and you went to bed and woke up slightly later than usual. Getting up, on Thursday, a mark was made on the calendar. Just eight more days. Pulling out your phone, relieve spreads through you as you see that Gwen seems to be calling. Hopefully she's got the information.

"Bad news Peter, security's up since that Mysterio has appeared. Apparently he's made some sort of threat of a crime, so the police are alert, making sure he's not in their system. It'll be tomorrow at the earliest I can get the data. …Sorry."

No, no it's fine you quickly assure her. It's an unexpected delay you wish hadn't happened, but rather she take it safe and take an extra day than get caught.

You might want to check on your neighbor, but maintenance comes first!

Locking up the basement, you disassemble the mask and start going over the parts, while you start up new batches of web fluid. Making sure everything's good- no broken parts, chipped lenses, etc, you line out the parts and look at them. Popping and disassembling your webshooters, you do the same, leving all the parts in neat, laid out shapes.

They're probably fine to keep using as they are, but you could probably work on something to improve them, but it would take time. Much more time than just maintaining them. But, it'd probably take a while to do any upgrades. You'd probably only have time to do one piece of equipment.

"When my music meets your science, they're the biggest of the giants…"

Cleaning the parts, bit by bit, piece by piece, you polish them- well, those of them you can- to a shine! Each and every piece has a place and you make sure each one is unharmed, untarnished, and unbroken.

"…ou can mix them all around and make some music to play…"

Singing to yourself some song from a cartoon about a mad scientist, you then begin assembling everything. Turning on the goggles and earpieces, you make sure they work properly. There's probably a lot you could do with these in the future. They're a bit slow, and limited in practice- some of the videos have that really, really bad shaky cam effect like that one director always does.

Sealing up the new webbing containers, you put them and all of the gear away as think on different things the headphones could be used for. Maybe something with your tracers? And those could probably use a big boost…

"…make some music and breath in the good sunshine!"

Finishing cleaning up, you raise both arms, and the broom you're holding, as you finish the song, for like the hundredth time as you're greeted by the silence of your lab. Somewhat embarrassed, it'd probably better to do something. Leave that scene behind.

Locking up the basement, you make sure everything's in good shape before heading on over to your neighbor's house. You… hmm. You've spent a lot of time hanging out with your neighbor and watching anime, trying to draw her out of her shell but..

Hmm.

Well, you're already in front of her house anyway. Ringing the doorbell, you wait a few minutes before ringing it again. There's no response. Groaning, your phone is out, texting the shut-in.

A few minutes later you hear hurried thuds as something sounds like it slams against the door from the other side, listening, you hear muttered groans barely as the door cracks open as a bloodshot eye peeks through the crack.

"So, the Heretical Mechanicus has arrived."

Unchaining the deadbolt, she lets you in and quickly closes and locks up the door behind her. "Is your aunt working?"

She shakes her head, a dark ringed eye locked onto you from beneath unkempt red locks. "No, she is currently investigating into the activities of those new agents of darkness in our territory."

…

You missed when she was really quiet sometimes. Clearing her throat awkwardly, she points out the door. "…Across, three down."

Ah, right, new neighbors. You'd almost forgotten. She's probably visiting them with Aunt May.

Glancing at the girl, you see she's got a blanket wrapped around her.

"You do have clothes on, right? Clean ones?"

There's a hesitance to the girl as she avoids eye contact, looking away. Letting out a sigh, she begins to head over towards the small 'den' downstairs she's moved into. Better than locked into a room, you guess.

Glancing back, she seems to be less enthusiastic, slipping back into her quiet, awkward glances and mumbles than the overly dramatic anime nonsense talk.

"…w-what w-would you… to do?"

"We should go out and do something, get some fresh air. How about the arcade?"

Yeah, it'd probably best to get her out into the sun. If she keeps up like this, she'll likely just revert back to that almost undead silent person who doesn't do anything but sit in front of a computer. Like, if she was doing that for work it'd be one thing, but she just goes onto forums and argues with people.

She didn't even notice you were leaving until you were at the door that one time.

Anyway, it'd be stop her from hiding and having awkward conversations to a door again. "I guess if you're afraid of losing to me, I mean."

Mary Jane's retreating posture freezes and she turns, a light in her eye. "Oh, does the Heretical Mechanicus think that he can defeat the Crimson Haired Ruin Princ-"

BOP!

A rolled up comic hits her on top of her head as you look at your arm in betrayal. Amused, Mary Jane sticks out her tongue. "You've been infected, I fear. Before long, you will be my loyal servant and a member of my peerage!"

The lack of commentary in between strikes you as odd as you look at Mary Jane, a little confused. "Doesn't it seem like something's missing from here?"

Mary Jane freezes as she pauses and wraps her blanket tighter as she stares at you, and you return the stare as her face flushes somewhat. She doesn't break eye contact and you fear you might've gained the deadly Medusa's gaze as her skin continues to grow redder as she begins to glance downwards, then back at you.

Down, back, redder.

Repeat until you raise an eyebrow.

"…wll…back…"

She seems to retreat into a smaller form as she backs her way up the stairs carefully and then turns and runs down the hallway, a second later you hear a series of thumps before you hear the door open and shut.  
And uncomfortable twenty minutes later and you're with her a Dillon's Arcade.

"Well, what do you want to play?"

Really, its more about being out and about. Her eyes dart around.

"Fighting. …Then Racing. ...Then shooting..."

She pauses and takes a deep breath.

"...Overall l-loser... h-has to do what the winner says."

She looks at you, subdued compared to earlier when she was all 'in character' but she's also not whispering, which is probably because of the noise of the machines.

Mary Jane looks a little uncertain. "…or is that..not…kay.. ..you..?

She decides to pull out all the stops, picking her lineup. You know of them. Tournament favorites. That sorta things. Still, you've not wasted your time. You're not the same man you were back then!

Both of you lock your choices in. You've picked Random.

Three Times.

You've Got Megaman Volnutt from Legends 3, Scarecrow, and Supergirl.

She's got Darkside, Wonderwoman, and Leon Kennedy.

And honestly, you can't remember what you're doing. But you keep pressing buttons and hope its working.

At the end, when you're on the last man and you see the 'you win' you look over at Mary Jane, who seems confused as to what just happened. Like someone who has had a cornerstone their life irredeemably shaken.

"…racing."

Obviously shaken by her loss, she stumbles over to the racing game. Placing in tokens, you notice she starts off. And really, you manage to get a lead and maintain it. Pulling towards the front, you manage to pull a pretty easy win.

Putting in your initials under your 'Spectacular Ranking' you look over at Mary Jane, who is staring at the screen. Eventually, she lets out a sigh and turns to you. There's not a lot of people in hear so when she heads over and bows its less embarrassing.

"…s promised….anything you want…so.. Y'know… …ver you want… give… nga… ime… mes.."

Her breathing is slightly heavy as she holds her arm, avoiding eye contact.

"…even if…. Destable…like…our dog… ..st time. That is…"

Taking a deep breath, she puts on a 'brave face' which is ruined by her heavy breathing and slight flush of the face.

"…You can do with me like you like, as is the right of the conqueror over the conquested."

You tune her out. The world of Mary Jane Watson can be a terrifying place.

Still, she does have to do anything you say. You're a little worried what she would've requested if she won.

Well, something safe would be good, y'know? Something fun.

"Hmm… Well, let's do this arcade stuff again, from time to time. Hangout as friends more often."

Mary Jane pauses as she looks a bit confused as she takes in your request.

"That's….that's it?"

You nod. "Yeah. Why, what would you have requested?"

Mary Jane blinks, as if she's recalling something, before giving a half-hearted smile. "…its nothing. Stupid, that's…that's all. That's fine… just fine."

She blinks a few times as she seems to shrink into herself. "we'r.…st….iends."

She looks around the arcade. "ything.. Else you …play?"

"You alright, Mary Jane?"

Giving a thin smile, she lets out a scoff. "Who are you asking, D-Dark Mechanicus?! I-I'm the Crimson Haired Ruin Princess. I'm perfectly fine as I am."

The two of you spend some more time together, eventually heading back home, an awkward tension in the air. Before you split up between your homes, you feel a hand pulling on your sleeves. Mary Jane looks uncertain.

"…I-Is…Is there a problem with the way I am? …I don't… with people… but I'm.. I was happy, y'know? I couldn't understand people, but they can't understand me. Power of the kings is a lonely thing, y'know? B-But… If… If… I were prettier… if I were… normal…."

She looks miserable as she tries to fumble out words, pulling at her pockets.. "If… if I were normal…it'd be better, right? …you'd not get comments..for hnging w… me…Y-you'd have your friend… and people… people would like me… if I were normal, right?"

Clearing her throat, you see that heel's digging itself into the ground, like she's doing everything she can to not run.

"I mean... even you're... bothered by the way I am. ..the way I act.. you put up with me, but only because... ity..me..

"…It'd…it'd be better if I stopped… being like this… right? …if I were normal."

You stare at the girl, the girl who once tormented you, the one who you've become friends with. The girl so desperately seeking an answer, for a reason why…

You try to think of something good to say. Something that's right, but in the end, all you can say is what you can think of- the words come tumbling out on their own.

"I don't believe there's such a thing as a person being inherently 'better' or 'worse' than another. I believe that we have a choice, MJ. We are who we /choose/ to be.

"And if you think you need to change the person you are in order to get people to like you, then you're wrong. Normality's overrated, the best thing you can do is be who you want to be- others will like you or they won't, but what matters if that /you're/ happy with who you are, not them. I won't say it isn't hard. I, myself…"

Scratching your chin in embarrassment, you take a deep breath and force yourself to continue.

"Look, I got stuffed into so many lockers that I lost count, but I never did anything like join the football team or anything like that just try and fit in, to try to escape from the people who didn't like me. Even if they didn't like me, I did. I did what I liked and found what I was good at by persevering."

"There's nothing wrong with your hobbies and enjoying what you enjoy. But you'll find there's a lot of people just like you out there, and there's tons of people who will like you for you. But, if you don't take that first step, if you don't try to let people know who you are, you'll never be able to find the people who like you for who you are.

And those people? The ones who like you for who you are? Who accept you for who you are? They're worth going the effort for.

"If you want to change yourself, I'll support you all the way, but only if that's what /you/ really want, Mary Jane.

"After all, I'm your friend, aren't I?"

Smiling at your neighbor- your friend, she wipes at her face as tears won't stop streaming from her eyes. There's still confusion, but there's also relief and something in the back of her eyes lessens, her eyes, despite being red from countless tears have never looked more alive.

After a few moments while you two compose yourselves Mary Jane clears her throat. "…I know you've.. you've got a girlfriend, but if we're friends… I want… I want to know more about my friend. What do you do? What do you like?"

She shivers, her teeth chattering.

The two of you head on inside, it'd best to get her out of the cold and helping her talking things out is a good first step. So, the two of you head inside and begin talking- discussing things like your interests in science, the whole 'Tony Stark is iron man- where you discuss some ideas on how it probably works, which goes over her head but she doesn't seem to mind.

Eventually, she glances over at you, nervous. "Peter, I trust you, and I trust that you're not up to anything bad… Whatever you say… I-I'll believe what you told me is the truth. B-because you're my friend and I want to trust what you're telling me is the truth. "

She takes a deep breath and exhales. When she's certain, she turns to you with an expression of 'there's no turning back.'

"Where do you go and what do you do when you sneak off with a stuffed backpack in the evenings or on your days off?"

* * *

**END**  
**To Be Continued!**

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**Review, Follow or Favorite please!**


	54. Science Montage

**NOTE: **I must apologize once more for the slow updates but Cosgrove bosses extended his construction job much longer for another week so you will still be receiving slow updates. Again sorry.

* * *

**[Peter Parker Quest]**

**CHAPTER 53**

******Science Montage**

* * *

Before we begin today, let's take a step back into the past.

Let's say... Several years. At least ten.

Today we are looking at a tiny lizard, in a pet shop. This is a normal lizard, in a normal petshop. But goddamn is this lizard happy. It is seriously happy. Jesus Christ why is it so happy?

This lizard has been happy because one day it will find its destined owner. It knows this fate will come to pass, so why is there any reason not to be happy?

However, because it is so happy, the people who looked at it were unnerved. "Why is it so happy?" they would ask. And, with no answer, they'd leave it be not wanting the creepy lizard.

And so time passed and one day, the lizard found its owner. It was a boy, and the two of them were so, so excited. Unfortunately, the boy was made to go see a certain terrible movie about a certain tuna-eating monster, and so when he returned, he didn't want a lizard anymore.

Naturally, this broke the lizard's heart and it went from unnaturally happy to unnaturally sad. And, for the shop owner, the only thing worse than an unnaturally happy lizard was an unnaturally sad lizard. So he did the only right thing he could think of.

He took the lizard to the heights of a bridge and dropped it off the side to the waters below and went home to have dinner with his family, relieved of all burdens.

Since then, that pet shop has since gone out of business and since then, the lizard was not seen since it was dropped to its watery new home. Ultimately, this was a story that has no bearing

The End

* * *

**...**

**OO**

**...**

* * *

**Resuming PPQ**

* * *

**Thursday**  
**8 Days remain until the meeting at Stark Industries, NY**

"Where do you go and what do you do when you sneak off with a stuffed backpack in the evenings or on your days off?"

You stare at your neighbor, your mouth suddenly dry, and your heart pounding in your chest. Involuntarily swallowing, you try to think about how you should answer your neighbor when she looks behind you. Turning, you see a blonde man in a coat whistling as he walks down the street, a bag from the nearby convenience store in one arm and a chimichanga in the other hand.

He's headed down the street your way as you turn back towards Mary Jane. She glances at you before her phone vibrates. Pulling it out, her expression turn deathly pale. "The Raid!"

Yelping, she moves to run towards her house before pausing and looking at you, hopping on one foot. Conflicted, she takes a deep breath before looking back at the phone.

"Later."

And runs back towards her house at the fastest you've seen her run. The man passes you and heads down the street humming to himself between bites of his food, giving you a wave as he goes. A moment later and you're alone, feeling drained from what just happened.

…yeah, no. you need something to calm you down. Something soothing and familiar.

Like SCIENCE!

Heading down to your basement, you try to decide what to do. You've got a number of projects you could work on, but not all of them could be done quickly- some will take a measure of time to finish. Most of them, honestly.

You pull out the ideas you had for the bio-electric battery. Concepts- theory on how to make it work- nothing more. You'll have to flesh this out into a whole, actual, blueprint and design before making it. It also requires a rather extensive amount of knowledge on biology to make sure there's no mistakes, as such it'll take you a while to finish alone.

Probably about two weeks.

Pulling out your phone, you quickly find Gwen's number and call it. Waiting a few rings, she answers. "What's up Peter? And, no, I haven't had the chance to look into that thing you wanted."

"Well, I was working on a project for that Stark thing and was wondering if you'd like to help me out? It's not entirely in my field of expertise."

You're a bit embarrassed but its true, she could really lend you a hand. You hear Gwen take a deep breathe that she does when she's thinking about something.

"Well, I could, but I wouldn't be able to look into that thing if I did you know. Would you rather me help you find that info, or would you rather me help you with the project?"

"Honestly, the info is probably more important, so I'd prefer it if you'd look into that, Gwen. Thanks, sorry for bothering you."

She chuckles and sounds amused. "Yeah, its no problem, Peter. I'll call you when I get it. Later."

She hangs up as you let out a groan as you look at the ideas and groan. There's potentially Doctor Spyral, but that'd mean you'd need to trust her, and hopefully she isn't busy or refusing to help.

You can work on it yourself, but then you'd have nothing solid by the time of the expo except some theoretical blueprints.

Pulling out the card with her number, you pull out your untraceable phone and dial. It rings for a few moments before finally, someone answers.

"Ah…. Hello?"

The voice of Doctor Spyral, though a bit frazzled comes over the line. "Hey, it's me, um- Spider-man, I was curious if you'd be interested in working with me on a project."

There's silence on the other end of the line as you hear several metal things banging around, a loud thump, and then muttered cursing. "I'm Alright! I'm alright! …Probably!"

She clears her throat before trying to sound more professional. "Sure I'd be willing to look at what you've got to see if it might interest me, but there's some restrictions! First: I don't work with criminals, so whoever you really are is who I have to work with. Two: I get credit for anything I'm involved with! Three: Betrayal of my trust is something I won't forgive!"

In the background, you hear something metallic hit something else. "Nonononono, not that! Not that! I need that!"

She clears her throat. "So, come and visit. If you're concerned about privacy don't be! I'll have security turned off! I'll be here… until I don't feel like being here, really!"

She hangs up as you hear something else break.

You grab up the Bio-battery concepts and pack them up before heading over to where Doctor Spyral is residing. It takes you about an hour to get there on foot, but when you arrive there, you notice that the gates are closed with a buzzer next to them.

Pressing the buzzer, you hear a voice- a familiar voice. "Who is it?"

"I'm here to meet with you Doctor Spyral."

There's a pause as the gates open enough for you to get through. Walking up, you open the door and head in- the receptionist's desk is empty as you navigate back to where you met the doctor before and knock on the door.

When you hear her beckon you, you open the door to see a strange situation. There's a large four-octopus-limb-looking device laying on the table and Doctor Spyral laying back in a chair which is covered in ice-packs, along with one on her head.

As you enter, she shifts the icepack to stare at you, slightly surprised. "You actually came."

You can't help but notice that she actually sounds rather shocked that you -did- come. Grinning like a child she gets up before hissing and sliding back into the chair with a groan and then, a few moments later, getting up much slower. As she puts on a lab coat over her white t-shirt, you see that there's a series of red spots bleeding through the back of her shirt- right where her spine would be.

Noticing your stare, she looks rather awkward before pulling you over to a desk as she waits for you to take out the ideas and concepts. It takes her a few minutes to page through the notes as her brow furrows as she takes out a notebook and does some math as she goes through your concept. Eventually, she's writing more frantically before she slams the pen on the notebook.

Turning to you, she truly seems impressed. "This… this could work. It could honestly work. I'd love to work with you on this Mister?"

You grab her hand and shake it. "Peter Parker"

"Natasha Spyral. It's a pleasure to work with you."

The two of you begin working, discussing ideals and practicality into the late evening before the two of you decide to call it a night. Heading home, you enjoy the crisp, chilly night air.

* * *

**...**

**OO**

**...**

* * *

**Friday- 7 days until the expo**

The next day, you head back over and continue to work- taking a break only to answer a call from Gwen. "Peter, I've got news. Seems like the 'Crime Master' talked, apparently the Kingpin's planning something in two weeks' time. If you want to grab him, that'll be the place. I'm following up any leads I can when I can spare the time from something I'm working on- I'll see you at the Stark Industries event and fill you in on anything. If anything changes before then… I'll let you know."

She hangs up, leaving you to mull it over. Two weeks- plenty of time to resolve things with the Stark Expo and deal with the Kingpin- who you've finally got a lead on. Good.

The rest of the time, you and Spyral work on the battery.

"Hey, just as a formality, but you know to keep my… other identity a secret, right?"

The Doctor finishes her mouthful of food before glowering at you. "It was something that I believed to be understood when this partnership began."

There's a bit of an awkward air as you try to change the subject.

"So… um, Doctor Spyral, what's with those arms?"

The two of you are breaking to enjoy food and eat Chinese food- Spyral's had to step out- you've noticed that there's a small bag of medical supplies that've lowered since you've begun working with her. The two of you are nearly out of the concepts and early blueprints phase. She pauses eating again- plain fried rice was the only thing she ordered- and glances over at them.

"It was something Octavius and I came up with the idea on before he stole the credit and left me as a washed up hack, the giant walrus. Basically, it attaches to the nervous system and then acts like new limbs. I ran a test but it didn't turn out too well…"

She seems kinda glum, picking at her rice. "Was that the thing you were working on before?"

She shakes her head. "No, I've given up on that until its safer. Apparently… I did a lot of things that I don't approve of, so I think I want to start off fresh and give myself a new future. Maybe someday, but not today."

* * *

**...**

**OO**

**...**

* * *

The two of you have entered the prototyping phase- having converted an empty room into a workplace- as the two of you continue working, once more on break. "So, do you think you'll be moving out of this place?"

Spyral doesn't pause as she continues working. "I don't see the point. Nobody really cares who I am, nor does anyone really come see me. Why would I?"

"You don't know anyone else?"

She pauses. "Well, there's Pym. He stops by, if he remembers, once a year. But he's a bit of a weirdo in his own way you know. He and I never really got on, but I think he pitied me after… all that. I probably have his number somewhere around here, if its any good still."

She shrugs as she continues assembly.

"Would he work with us?"

She pauses and looks back over at you, uncertainty on her face. "…I don't know. Let's get back to it, we have a deadline."

* * *

**...**

**OO**

**...**

* * *

**Thursday: one day until Stark Industries meeting.**

**Evening**

You and Spyral sit, staring at the proof of concept prototype. It sits there, fully functional. You've done it. The two of you have actually done it!

She smiles at you as she hands you over the battery along with a copy of the patent and design process attributed to the both of you. "Well there you are, Mister Parker. Your invention is complete. It was fun, working with you, you know."

She looks a bit wistful as she leads you to the door. "I guess, if you've got any more projects, give me a call sometime."

"You alright?"

An eyebrow quirks as she looks at you as the wistfulness fades. "I'll be fine."

"So, in terms of funding, how much would this cost?"

Doctor Spyral looks a bit confused. "In terms of production, large scale? I don't know, that's not been my field. We barely got buy between the two of us, though. "

She crosses her arms. "After patenting it, it'd be better to probably just license it out to a manufacturer, honestly. Still, if this was a company it'd be easier to get that sort of deal in a way that's beneficial."

"If you ever need some help, some lab space, someone to bounce ideas off of, or just talk I'm probably gonna make a start up and your welcome to swing by. You get it? Swing by, ah I'm adorable."

She gives you a flat stare, but when she looks away, you swear you see her shoulders shaking in mirth. "Ah, I'll be sure to keep that in mind, Mister Parker."

The two of you walk to the door as she opens it for you as you realize that this is the first time you've seen her by the door- every other time has been you grabbing food for the two of them.

"We'll work out a way to farm it out that you get the credit for it too. I promise you."

Spyral shakes her head. "That's enough for me, which someone actually believes in me. Thank you."

Giving you a wave, she closes the door behind her as you head on home. When you get home, you stew on ideas fermenting in your head and on tomorrow.

* * *

**...**

**OO**

**...**

* * *

**Friday- The day of the Meeting at Stark Industries**

The morning comes too early as Aunt May makes sure you're 'dressed for success' as you make sure you've got everything. Your Uncle Ben gives you a ride there, stopping a short distance away. "Here, you probably don't want to show up dropped off by your Uncle. Give me a call when you're done and I'll come pick you up alright?"

Nodding, you unbuckle, and then feel a hand on your shoulder. Your uncle smiles at you. "I'm proud of you, Pete. You're a great kid and finally other people will be able to see it, too. Knock them dead, kiddo."

Patting you on the arm supportively, he waves as he drives off- it takes but a moment to get to the front doors and into the lobby- your ticket in hand getting you access and a visitor's pass- as you see a group of other people gathered around- everyone holding something that looks like a science project- and you see Gwen, dressed in a button up shirt and pants with a tie, her hair pulled back into a ponytail.

Waving at her, she waves back but then, suddenly, the doors of Stark Industry open as a redheaded woman and a large man following behind her step out.

"Greetings. Let's begin. If you'd all follow me?"

* * *

**To Be Continued…**

* * *

**Review, Favorite or Follow (I like reviews best)**

* * *

**Peter's Invention concepts:**

**WEBBING UPGRADES**

Specialized Webbing-

Pepper spray webbing-

Impact Webbing- (requires Webshooters to be upgraded to be capable of using it)

Taser Webbing-

Extinguisher Webbing-

Acidic Webbing-

Coagulating Webbing-

**WEBSHOOTER UPGRADES**

Impact Webbing- (Increases Webshooter size)

Larger Web Fluid Cartridges- (required for Impact Webbing)

Spider-tracer launcher-

Miniaturize Webshooter (cannot be taken with Impact Webbing)

**OTHER-**

Web Grenade-

Bio-electric batter miniaturization I

Bio-electic force boosting gauntlet

Increase Spider-tracer range-

Bio-electic spider-tracer signal booster- requires Bio-electric batter miniaturization I,II,III

Upgrade Anti-Sonic suit for hearing- ?

Bioelectricity-rechargeable Battery concept ? time

Taser variant tracer application for webshooter concept ? Time

super efficient battery concept ? time

Electricity based disguise material concept ? time

miniaturized Railgun concept ? Time


	55. Tony Stark

**Note:** Well I finally got around to updating this so here you go!

* * *

**[Peter Parker Quest]**

**CHAPTER 54**

**Tony Stark**

* * *

So, let's talk a bit more.

You know there was a bird once. It was beautiful, its eyes the color of the captivating azure skies that had once covered the world. Upon this bird's head was an azure crest that resembled a flaming crown. The bird had no others of its kind and so it soared through the crimson skies alone.

But, even though it was alone, it was happy. Because someone was there, taking care of it. It was an old man, the years had taken his joyful vitality and recklessness along with his leg, and replaced them with the quiet sorrowful wisdom and kindness of age. He took care of the bird and told it of the skies that had once been the same blue as the bird's eyes.

He tried to teach the bird, but it was rebellious and young. And so, after an argument, the bird flew from the man, angry and frustrated. When it had finally calmed down, it realized what it had done and returned to the man with a speed that would have equaled Hermes.

And when it arrived there, she saw that the lights were on- entering, the bird looked for the man and found him sitting at the table waiting for the bird to return in reconciliation, having made it's favorite meal.

But the food was long cold.

And so was the man.

The bird cried for the man to move. To give one of his sad smiles. To do something, anything.

But the man would never move again. Smile again.

So the bird wandered the world under crimson skies aimlessly. Never tiring. Never stopping. Always searching for a way to undo its mistake.

Pleading for a way to see the man once more.

From the shadows, a skeleton with green eyes and death's black gown offered a corpse's grin as it rose upon a pile of its kin to reach the heights of the bird.

The bird paused as the skeleton called for its attention, its silken voice almost lyrical with an offer.

"In return for your wings, which let you travel this world, you will once again be with the man."

The bird desperately agreed as the skeleton brought forth its wicked clawed hands, tearing the wings from the bird as utter blackness opened up beneath them.

And the bird, no longer with its beautiful wings, fell forever, surrounded only by darkness as the red skies were swallowed up.

Pretty sad story huh? Would you like to know how it ends?

Another time, perhaps.

* * *

**...**

**Resuming PPQ**

**...**

* * *

**Last time!**  
Having built the prototype bio-rechargeable battery along with assistance from Doctor Spyral, the duo finished just in time for the meeting at Stark Industries. Furthermore, it seems that the Kingpin will be doing some sort of operation in little over a week!

* * *

**...**

**OO**

**...**

* * *

**Meeting at Stark Industries: NOW**

Following the woman, you and the other students form into a line and follow her and her bodyguard, who carefully looks back and keeps an eye on you and the others who were invited. You're led through several rooms until you reach a large room with a number of tables and chairs. The far end of the room, there's a large window and what looks like a stage, and in front of that is a large table, covered in a cloth.

The redheaded woman addresses the room, gesturing at the tables. "If you all wouldn't mind having a seat, Mister Stark will be here shortly. Please hold all questions, comments, or concerns until the end."

She walks with the large gentleman as the two quietly converse as everyone slowly mills into the seats as requested, most people making sure to keep whatever they brought close to them.

Gwen's sitting a few tables away, looking a bit nervous.

Quietly, you try to get Gwen's attention. Eventually she breaks out of her thoughts and looks over at you, giving you a nervous grin. Unlike the rest of them, while she's dressed to impress, she doesn't seem to have anything with her.

"Ended up on personal errands a lot, so I was a bit busy to make anything and I figured if I was invited here, it was proof enough and that I shouldn't bring anything- especially if it wasn't something impressive, you know?"

Adjusting her glasses she gives a weak grin at you as you notice several people around you starting to look a bit self-conscious, quietly pulling further away from you and Gwen. You scratch at your chin, slightly chagrined, and try to change the subject.

"So, what errands were you up to?"

Clearing her throat, Gwen breaks eye contact and looks away. "Well, stuff. I was looking into a few things, had to meet some people and do a few errands for my dad. Anyway… I hope Mister Stark shows up here so-"

The both of you cut off as you hear the window begin opening and look towards it as a red and gold figure descents onto the stage and lands with a loud metallic clang. As Iron Man stands up, dozens of small mechanical arms extend from the stage and begin to disassemble the armor, revealing Tony Stark in a pair of black dress pants, a white dress shirt, and a bowtie. Checking something, he then pockets whatever he had and continues.

Stepping down from the stage, he takes a jacket from the larger man and puts it on in one solid motion and seems to say something to the bodyguard and woman.

He then pauses and looks back, as if seeing you and the other guests for the first time. Adjusting something on his neck, he then clears his throat, which you all hear loudly over the speakers. Giving a smile, Tony Stark adjusts his sleeve's collar nonchalantly.

"Sorry about the delay, I just flew in from California."

He pauses. "And no, my arms aren't tired. We're not doing that joke."

Clapping his hands, he steps forward in front of all the desks, right by the covered table.

"Anyway, you all know who I am and I know vaguely who you all are, so let's cut to the chase. I've invitied you, New York's Best and Brightest here for an opportunity. And if you've noticed my staff haven't taken your phones or checked you for recording devices, you should know its because it doesn't matter if you tell people what I say here. Hell, put it on youtube."

Pacing by the table, Tony Stark scans the crowd. "Anyway, the point is- the point is… I'm here to give you all an opportunity. Now, I've noticed you've all probably brought things to impress me You're all supposed to be smart, talented. Well, I'm going to give you the ability to put your money where your mouth is."

A screen- the closed window, in fact- lights up as Tony rips the tarp off the table, revealing a diorama of what looks almost like a fairground. It takes a second as you place it-

"This is the traditional layout design for the Stark expo, and I'm offering to give each and every one of you a chance to show off what you can cook up when it happens. I don't take just anything, this is a chance to be part of a science think tank the world hasn't seen in decades. So, if you want in, I'm going to let you have the chance."

He pauses and looks down at his wrist. "I've still got the time to look talk for a bit, so now that I've got that out of the way- more details will be forwarded to all of you who came here- I think we've still got some time. Pepper? Do we have time?"

Looking at his assistant, Ms. 'Pepper' Potts, the woman clears her throat, looks at her blackberry and then nods. Turning back, Tony Stark claps his hand. "Great. So, here's the rules kiddos. I'm going to walk by your table and you've got the chance to ask me one question and show off whatever you've brought. And, no, I'm not doing autographs."

Starting at the first desk, Tony's obviously turned off his microphone as he, his assistant and her bodyguard talk with the person there. Elsewhere, everyone else's faces run from worried to ashen, shaken, and all but panicking. Gwen's taking a moment to compose herself as Stark seems a bit bored as he, rather quickly seems to be progressing through the guests.

You take deep calming breaths to… well, calm yourself. Hey, you're meeting Tony Stark. This is kind of a big deal. And really, you'd hate to be the guy who freaks out and hyperventilates and vomits on Tony Stark.

That will not be how Tony Stark remembers Peter Parker. No sir.

You clench and unclench your hands and try not to think about anything. Right up until he gets to Gwen- who is only a short distance from you. You see her converse with Tony Stark for a moment and you think Miss Potts might look impressed. From Stark's body language he seems to be just making small talk and then he extends his hand forward- you can't heart what they're talking about, but you notice that Tony whistles- even from here you can hear it.

Unlike with the rest of them, when Tony leaves Gwen's table, it seems like he's been there for a little while- the tables between your and hers are quickly passed over by Stark, who looks more and more unimpressed.

Finally he walks up to your table as you swallow the bile in your throat, you hands feel sweaty and your heart is racing. Looking unimpressed with hands in his pocket, Tony Stark raises an eyebrow at Pepper as you hear her whisper your name.

"Well, let's see what you've got Mister Parker. Hmm, name's a bit familiar but can't place it. Regardless, if you wouldn't mind?"

Swallowing, you nod and pull out the battery- its currently the size of a small golf cart battery, but you pull out design concepts and take a deep breath.

Clearing your throat, you begin with the idea for it- batteries- and you go, without explaining that it was derived from you working on your own arc reactor- on the idea behind it. The math behind the idea. Tony Stark lets lose a quiet thoughtful noise as you continue onto the work on it

And here, for a second you freeze. What if he dismisses you out of hand thanks to you having worked with Doctor Spyral? What if? Oh god. Oh, god.

Closing your eyes and forcing back a wave of nausea, you swallow with your mouth feeling terribly dry as you hesitantly hand over the work journal as you explain how you and Spyral worked, back and forth, on the biology and engineering of it respectively.

Taking a deep breath, you continue more confidently, as you explain the prototype battery which is sitting in front of him is the working prototype. Pepper Potts looks a little dubious, but Stark's looking you in the eye, oddly quiet, thoughtful.

"Mind you, the first prototype is rather large, but that's something that can be worked on."

You finish as you wait for a response. Tony Stark, after a few moments with his arms crossed look at you, an eyebrow quirked.

"So, its pretty impressive, but before I say anything, I'm a bit curious. What's the question you were going to ask me?"

"No, offense meant but I was a bit curious- so if you don't mind me asking Mister Stark- but how do you solve for the pallidium bleed off?"

Whatever he expected you to say- that wasn't it. Pepper Potts looks a bit confused as she looks like she's trying to figure something out while the bodyguard looks completely lost. Tony Stark is staring at you.

He is staring at you and there's no way to tell what he's thinking. Oh god. This is it, isn't it? This is how you die.

Stark turns to the bodyguard and asks for a piece of paper and the guard hands it to him as Stark begins writing a list of things before handing it back. He then turns to you, slightly more seriously and starts- with the rest of the paper writing equations before turning it to you, along with the pen.

"Humor me."

His tone is deadpan, but he looks tense as you look at the equations. And you know them- they stuff you worked on before as you fill them out correctly. You even catch the intentional flaw in the last one and correct for it before handing it back to Tony Stark.

He reads over it as Pepper Potts, slightly worried looks at you. "Mister Parker, what exactly did you mean by 'how did Tony solve for the palladium bleed off?'"

You glance at Tony Stark, who looks very uncomfortable, then back at Pepper Potts as she gives Tony Stark a look as you quietly try to explain. "Well, the reaction of- of an arc reactor- like the big one in California uses palladium to power it. It has only one real flaw, and that's why that one is the size it is- it has some palladium bleed off. Now, the more its used, the higher output, the more it bleeds out. Now, the bleed off is normally benign- so long as there's air is disperses harmlessly- part of the reason for the design, I assume."

You swallow as you glance at the stage. "Therefore, I assumed, if it was anything powering the Iron Man armor, it would be a derivative of that. But, if it was an arc reactor, there'd be no space-"

"-No space for it to bleed out, right? Tony?"

Pepper Pott finishes, looking rather horrified, looking at Stark. Tony Stark closes his eyes and gives a small nod, looking resigned. He looks at you and pops a very tired looking smirk, rubbing at the bridge of his nose. "Well, you're certainly smart, Mister Parker, I didn't expect that. I- I think we should finish up here, Pepper."

She nods as they start to move on as she quickly steps back and slides a piece of paper onto the table, unseen by Stark. Waiting, you pick it up-

"Please remain here after the Meeting, Mister Parker."

She glances at you as Tony Stark continues on, like nothing happened. Gwen's glancing over at you, almost concerned looking.

It doesn't take long before the meeting wraps up- though distracted, Miss Potts finishes the meeting as Stark leaves- the Iron Man armor forming around him as he leaves the building. Gwen glances at you as you give her the sign that you'll talk later.

You stick around- Miss Potts is pacing, on the phone talking with someone and gesturing. Then she's looking at her phone, an arm raised. Hmm, she's probably been hung up upon. The she's dialing another and talking- by the time you're standing there, milling about alone, she finishes her last call.

The bodyguard's talking to her, point at you as she nods and he gestures you to come over.

She's talking on the phone and gesturing for you to wait a minute, but the bodyguard looks a bit nervous and leans in. "I had no idea what's going on, but I suppose it isn't good?"

You nod as the man grimaces before extending a hand. "Hogan. Harold Hogan."

You shake it. "Um. Peter Parker, sir."

The tow of you are standing there, in awkward silence until Miss Potts finishes up and walks over, looking exhausted. She looks at you critically. "Look, Mister Parker, I don't want to be rude but I need you to keep quiet on this, alright? It's important- if the Go-"

She cuts off and swallows her words, before taking a deep breath. As she looks down at your bag. "Wait- wait. You, Mister Parker, that- that battery you said it was a Bio… A bio-rechargeable battery, right? How strong is it?"

Doing the math, you come up with an answer. "At least as powerful as a car's battery. A small one, anyway. It works by tapping into the bio-electric field that humans lightly give off- feeding itself like you'd jump a battery. If you've got it on you, unless what you've got is really power intensive, it should keep running indefinitely."

She's focused on you entirely, obviously thinking things out. "What about an electromagnet? Could it power one indefinitely? One about this big?"

She gestures and you do some more math. "In theory, yes."

She bites her lip as she looks away. You can see her thinking to herself- lips moving without making a word as she turns to you with a more confident businesslike tone.

"Stark Industries will pay you whatever you ask for it if it does indeed work. And, I am willing to offer you a position as an… intern- effective immediately at Stark Industries for the foreseeable future."

There's desperation and determination here.

"Is.. Is there something I should know here?"

You glance at the bodyguard, Hogan, and miss Potts. There's something not adding up here. And considering all of this…

"Like- I get you'd be worried about him if he was always using it with the Iron Man systems or something, but that's an issue of just not using it. But why would an electromagnet about 'this big' factor in?"

Pepper makes a call before pulling out a non-disclosure form. "Sign it and I'll tell you, alright?"

You look back and forth before raising a finger. "Let me contact my partner in this first, alright?"

You see her chewing on her lip before nodding as you step back and call up Doctor Spyral. It takes a few rings, but eventually she answers. "…Hello?"

She sounds exhausted, but you keep an eye on Miss Potts and Mister Hogan as you talk quietly and quickly. "so, about that battery…"

"What about the battery?" Her voice is suddenly at attention, guarded.

"I need you up here at Stark Industries's New York offices, we've got an offer and I want you here and in on it."

There's silence for a good few moments as her voice is quiet- shocked and a bit in awe. "…Seriously?"

You make sure your voice is entirely settled and firm. "Seriously. I need you up here."

"…I'll be there, right away."

The phone goes dead as you pocket it. "My partner's on the way. Shouldn't be too long."

Pepper Potts nods, rather quiet externally- you can almost feel how fast her thoughts are moving though. You also pause and call your Uncle, telling him you'll be late and call him when you're done.

You sit there quietly thinking of something, anything to say. You could ask about the bleed off, but she's already upset enough as is. No reason to bring up Iron Man or Spider-Man. You could crack a joke, but that might make her angry.

And, in this situation, you could bring up what you'd be doing as an intern, but that might be something better to wait on until Spyral got here. You sit there, flipping through thoughts, feeling worse and worse.

Eventually, you ask the question nagging at you. "Miss Potts?"

She glances over at you, curious. "Did- Did I screw up?"

She looks at you-miserable and worried as you are. All you wanted to do was impress Tony Stark. And look what a mess you've made. She begins laughing, a bitter small chuckle. "Mister Parker, If you weren't a minor I'd hit you."

She shakes her head and exhales. "No. You didn't mess up. You just blundered onto what was apparently Tony Stark's best kept secret in front of the people he was keeping it from. If anything, I should thank you."

She grows quiet again as you all wait for Spyral to appear. It doesn't take too long, as she shows up- hair wet and smelling of something fragrant with what looks like the nicest clothes you've seen her in. A wrinkled pantsuit with a clean lab coat onto.

From there, it doesn't take long for you all to get down to business- Spyral, as she's more experienced, is able to help with the sale- licensing, rather, as both you own it, but they're using it. You'll get the fee for licensing, along with royalties and other such things. Legally, its all settled. Spyral looks the most animated she has since you've known her.

Seems like her past experiences with Octavius made her wise up, which is good for you as you absorb this through Osmosis. She also takes a job as an independent contractor with loose terms if you're offered the same deal. Whiel you discuss things with Spyral, she looks a little bemused.

"And you haven't taken your GED and just graduated early why? I'm sure you'd qualify for it."

You pause and think about it. That's an interesting point. Huh.

That said- the 'intern position' at Stark Industries. When its brought up, Pepper Potts looks a bit strained.

"Honestly, while you're a student its he best I can do. That said, I need someone who can tell me if Tony's in trouble because of that suit. You'd have to have nondisclosure agreements and such, but I'd be willing to pay generously. If you weren't a student, I'd just offer you a job as my assistant or in a position like I did to Doctor Spyral just now."

"I'm definitely interested, Miss Potts."

Opening the books, and with Spyral advising you, Pepper Potts offers you four different option plans after negotiations.

The first if that you take your GED with there being some… grease speeding the wheels to get it done fast and you join as her assistant and scientific advisor.

The second would be similar to the first, but you'd be in the same contract type Spyral is- independent contractor with loose terms on who you can work with outside of any contracts you have with Stark Industries- they'd come to you with problems and you'd be under nondisclosure concerning work you've done.

The third is that you finish your schooling and work part time as an 'intern' followed by joining Stark Industries similar to the first offer.

The final and fourth is the same as the third, but as an independent contractor like the second offer.

In the end, you end up taking the Fourth option. You'll finish out the year while interning part time for Stark Industries and when you graduate you'll set up as an independent contractor. The paperwork is finished and ready to go, and if you ever want to move up that schedule, you're free to do so.

As it is, you've received a number and pass for Stark Industries, allowing you access to labs to work on things with Pepper as your direct supervisor. You'll be working along with Doctor Spyral to further refine the Bio-rechargeable battery starting immediately.

And, on certain occasions you might be needed there instead of at school. Otherwise- with the ludicrous amounts of money you received, just now, from the battery's licensing and its eventual royalties and promise of paid work you're set monetarily.

Calling your home, you tell them the good news- about the battery and internship as well as that you'll be home late, they want to keep you around to finish everything up. You've never seen aunt May sound so emotional, not since when she and Uncle Ben came to get you after your parents…

You promise to call them when you're ready to head home, but you've really got to get to work.

And the next hour actually IS taken up by paperwork- following that, Pepper Potts explains the situation to both you and Doctor Spyral. When he went missing, Tony Stark was captured. He has shards of metal in his chest that only don't pierce through to his heart because of the electromagnet powered by the arc reactor.

The thing saving his life is killing him slowly.

Its like a terrible ironic joke by God.

The two of you are shown to a lab as Doctor Spyral begins requesting equipment to be brought here, more serious and in control. You go through and request several things you'll need as well as the two of you begin working on how to miniaturize the bio-rchargeable battery. If it can be made as small as the arc reactor, that's be enough for now.

It takes a while to finish setting everything up, but the two of you get to work- mainly on theory crafting the battery- pepper's there at first, but as the two of you use your new facilities and not improvised ones, there's more room and supplies to work with, and eventually you've noticed she's left- probably to have words with Tony Stark. On the battery, though- you've got an idea on how to make it smaller, but it isn't quite there yet. But you've both made a good leap in progress.

When done for the night, the two of you lock up and head home. Spyral plans to walk home, enjoy the night alone.

You run home, it doesn't take too long but you do find yourself a bit tired by the time you've gotten to your street. After making sure to call that you had a ride home, that is.

The night was pretty quiet. As you ran, cheering, you reflected on how awesome today went.

Getting home, you feel exhausted. And Cold. So, after freshening up, you celebrate a little with your aunt and uncle and call it a night. As you do so, you think on Tony Stark.

Shrapnel in the heart or palladium poisoning, huh?

Terrible ways to go.

Falling asleep, you feel yourself falling through darkness as webs try to catch you.

And you dream. it's familiar and unfamiliar at once.

You're tiny, your hands small to the figure beside you, smiling at you.

Then it all changes.

You dream of fire, burning all around you. You dream of pain, metal crushing you, stabbing you from below. Glass everywhere. Everything stained red and burning as a weight covers you, praying for you.

Everything else becomes a blur except two things.

A metal arm, pulling your protection away, forever, with the sound of an explosion

And a laurel wreath crafted from St. Elmo's fire.

* * *

**...**

**Interlude**

**...**

* * *

I enter the building. They're here through patterns alone. A question from one of our cities illusive heroes got me looking.

I find the punks and get the answers out of them, only a little persuasion is needed. Time's changed. Its Wednesday now. People are onto them, they're getting paranoid. Good.

I make it to the alley before I can't suppress the spasms anymore and wipe red from my lips. Its fine. Nothing's broken. Besides, its not like it matters.

Prognosis isn't good.

Doctors say, at this point, I've got less than a year left.

Seems like its been that for me all my life. I don't chose what happens to me, the world decides. My family. My health. So what little I can choose, I make sure to go through with my choice. Sometimes I feel it wasn't really any choice though, not really.

What good am I if I'm too ill to do what I love? What I chose to do?

I don't want to just be some corpse, artificially kept alive. Make my girl watch me waste away. I don't want to be remembered like that.

What I've got left- my time, my health. I'll spend it as I've always done. I'm going to break this case open, even if it is the last thing I do.

I'm going to discover the identity of the Kingpin. I'm not going to let innocents suffer unknown in the dark. I won't let the crimes be covered up.

That's the choice I've made.

...

God help anyone who stands in my way.

* * *

**END  
To Be Continued...**

* * *

**New Updates:**

Using labs. Labs are wonderful, wonderful things. All Peter really needs is a place to work, but a good quality lab gives you tons of benefits!

The Stark industried lab gives the "well funded" and "materials on request" categories, meaning that from the "Well funded" that the tools are top tier, reducing Dcs by TEN for the high quality materials. The "Materials on Demand" shortens research and development time by a third.

However, when on a time limit, such as working for stark industries the 'removal of rolling' rule is removed- the pressure's on, so your partner merely adds a bonus to your rolls and an extra benefit: for right now, for example: Doctor Spyral gives a +5, and to projects mechanical or biological it increases to a +10- furthermore, she adds one more die to your dice pool o a total of 4d20 plus modifiers! In this case, the goal is to create a total from your rolls equivalent to the DC!


	56. Showdown at Stark

**[Peter Parker Quest]**

**CHAPTER 55**

**Showdown at Stark**

* * *

**...**

**?**

**...**

* * *

Are you listening? Right, probably not. Sorry for not talking to you more, but I was busy dealing with a bunch of pest. Not like you're aware. Or that you care. Or like you…

Nevermind.

Well, what should I say today?

You know Captain America? Well, probably. Anyway, he had this catchy song, y'know? It went some thing like… "When Captain America throws his mighty shield…. All who oppose his shield must surely yeild!"

Or something. But, yeah, I was thinking about heroes. What does it mean to be a hero?

Sorry. Being stupid.

Again.

So, stories? Hmm. Hmmmmm. Hmmmmmmmm.

So, I've done the lizard's tale. And m-the bird's tale. So…. Hmmmmm.

Well, how do you think the world will end? Will it be like the Book of Revelations? Aliens? Or will people just end themselves? They say the mark of the beast is 616, which strikes me as funny for some reason I can't understand exactly why. Maybe it'll be some guy in garish armor coming to eat the planet? Maybe it'll be a different guy with four horsemen. Or maybe it'll be aliens invading.

Heh, how silly right?

Sorry, I've got to go for now. Duty calls.

Resuming Operation Piggy Ninja.

* * *

**PPQ resuming**

* * *

Waking up in the morning, you yawn sleepily.

That's right, today is the next day.

As you wake up, you reflect on everything that totally just fucking happened yesterday. Pinching yourself does nothing.

You're a hired man now. And able to work when you want to, well, probably. More like when that battery is done you are.

Regardless, you have some time. You've slept in- its after ten- but who can blame you?

It IS time to get up though. Freshening yourself up, you head downstairs and grab a late breakfast making small talk with your aunt, who is mainly questioning you over things about your job. When she's satisfied, she's out the door to next door, no doubt to go talk with Anna Watson.

When all's said and done, its about noon when your phone vibrates- it's a text from doctor Spyral, who wants to know if you want a ride in to the office to work on the project. She'd like to get this one out of the way ASAP so she can get onto other works.

You text back an agreement and a few moments later your phone buzzes with her response. It's a shorthand sort of reply but it seems she'll be by within the hour. Which gives you about an hour to spend until you've got to head to work.

At the current time, Uncle Ben is at work and Aunt May is over at Anna Watson.

You head over to your neighbor's house and ring the doorbell. A few moments later, after being congratulated by Anna Watson for your success, you're headed over to the 'den' where Mary Jane is at. Currently, she's playing three games at once- one mouse with each hand and a stylus pressing buttons on a handheld with her mouth.

She pauses as she notices you before quickly stopping what she's doing and clearing her throat. Her hair's tired back in a ponytail as she clears her throat awkwardly. "So… um.. .hey."

Her voice is quiet and a bit embarrassed sounding. "Hey, Mary Jane."

"So, uh, I heard about the job. Congrats."

Sitting down the two of you talk in the freetime as Mary Jane fiddles with something, you feel your Spider-sense tingle from right behind your head. Seems like something's coming for your head from behind. Nothing too dangerous, but it'll hurt.

Your spider-sense grows more and more pitched as you nonchalantly catch the thing heading to the back of your head and look at it. Seems like it was an apple which was launched via some sort of catapult. Pretty clever.

You look at Mary Jane, who seems nonchalant. For her, anyway.

You open your mouth to say something, but you hear your aunt and miss Watson nearby as Mary Jane holds up her handheld- in shakily written handwriting- on the handheld she closed earlier is "All according to Keikaku."

Snapping the handheld shut, she chuckles as you hear your phone chirp. Pulling it out, it seems your ride is nearing. Mary Jane looks a bit triumphant as she waves you off. "We'll talk later."

Waving you off, she heads back to her computer as you head for the door- outside there's a cab waiting out on the street- you can see Spyral sitting in it, waiting. Not much happens during the ride- apparently Spyral's listening to something and keeps her eyes shut, her foot impatiently tapping during the drive.

Arriving at Stark Industries, Spyral is entirely in business mode.

**[Miniaturization I (77/85)]**

It's beginning to become evening when the two of you break. Spyral seems frustrated as the two of you eat in the employee cafeteria.

"We're so close, I can almost taste it. We're about to make that first breakthrough, Parker."

She almost looks a little desperate as the two of you finish up your food- a very late lunch- and get ready to go. "Let's work a little while longer tonight. Just for tonight."

Her hand is on your shoulder as she looks you in the eye.

Calling home, you're pleasantly surprised by the sound of your uncle answering the phone. "Peter, you need a ride home?"

"Nah, Uncle Ben ,we're about to make a breakthrough, so I'm staying late again. Sorry. Could.. Could you tell Aunt May?"

Your hesitant voice makes Ben laugh heartily- after a few moments he's taking a deep breath of relief. "You know Peter, you're just like your father. The moment he could, he threw himself into his work. I'd never seen him so full of life. You're really your father's son, alright."

You feel your clench at those words- in both fondness and pain. He suddenly speaks again, his voice an almost whisper. "Yikes, that's May. Gotta go, Peter!"

He hangs up and you get back to work- the two of you have firmly finalized a smaller battery- smaller than a golf cart's battery, you still don't think it's small enough- far larger than even a C-battery its like a small brick now. Still Work needs to be done, and done it shall be.

The two of you keep at it and make some progress into further miniaturizing it before calling it a night- Spyral walking off on her own. Seems like she's in work mode until this project is considered 'over' for her.

Considering that it probably has some impact on her contract here, though, you can't really find it in your heart to blame her.

Returning home, you head and start getting ready for bed, when your phone rings. Checking the number, it seems to be Gwen.

"Peter? Its tonight. They moved it up to tonight!"

You pause as you listen to Gwen's panicking voice. "What do you mean? Take a deep breath and-"

"SHUT. UP. THE KINGPIN. TONIGHT. STARK. BATTERY. GOGOGO!"

"What?"

The phone line cuts dead- redialing it only gives you the message that the person you've reached is currently unavailable.

Hurrying on your way down the road- you make a quick stop and then are web slinging at the MAXIMUM SPEED OF SPIDER! You slingshot yourself by using the momentum you gain from turning 'corners' to pelt yourself forward, twisting and flipping through the air like a missile.

It doesn't take you long to reach Stark Industries- going to and fro for the past two days has given you an idea of where it is- so reaching there isn't' hard.

When you get there, you see an armored truck slammed through the front doors with lights on and windows broken out- the police in the distance- and the police scanner in your ear- tell you that all staff got out safely, so it should be safe to go in.

Heading past the truck, you head inside and see the general line of destruction the goons must have taken- right towards your lab. Heading there- you see two goons on lookout- they haven't spotted you yet.

Moving quickly, you move to take them down before too much time can pass. "Think fast!"

Slamming into them midswing- feet first- you clam them into the wall before webbing them to it, making sure their arms are restrained and they can't do anything- but that did leave a loud noise when they hit into the walls.

Heading down the next hallway that leads towards the labs themselves you hear talking as you dart down the hallway- near the end- near the cracked door.

Is- is that Russian?

Opening the door- you see a silver book enter the lab- your lab- as a large Muscular man grunts something in what you're PRETTY sure is in Russian and cracks his knuckles and slides back his brass knuckles on.

"You. Spider. Get Lost."

His voice is booming and firm, his eyes narrow as he seems to snort at you with a heavy Russian accent.

"Sorry, I don't speak giant Russian thug."

Running forward, you flip into the air and kick at him as he grunts, the kick having done nothing as he arm wraps around your leg- following the danger tingles of your Spider-sense, you lat yourself fall back- arching your back as you come back up and hit him in the jaw- wincing at the blow yourself- taking a moment to free yourself when is grip weakens slightly as you land in front of him.

As you shake the pain out of your arm, his eyes narrow.

"I. Do. Not. Like. Spider."

"It's 'spiders.' 'I do not like spiders.' Plurals are important. Unless you meant "I do not like the Spider.' That's different. Or did they teach you how to speak like that in your class on being a Russian thug?"

You cock your head as his eyes narrow.

"Because, honestly? 'Big dumb Russian thug' is that even still a thing anymore? I thought that whole cliché went away when the cold war ended. Because, y'know, Russia lost."

His eyes narrow further as you imagine an atomic bomb going off, like on one of those old cartoons.

"I. Crush. Spider."

He punches at you as you nearly get out of the way- his brass knuckles grazing you as you get out of the way- your thicker costume prevents some of the damage, but it isn't comfortable. The big guy curses unintelligibly in Russian.

Yeah, its time to take this guy down. Ducking beneath his swing, you punch him hard in the gut as he goes flying back and groans. His eyes narrow before rolling back into unconsciousness as you shake your arm.

Damn was he made out of bricks or something?

Regardless, you need to get moving- after webbing him down- you turn towards your lab only for smoke to start billowing everywhere- smoke pellets you notice- as your mask helps protect you a little from their effects.

As smoke billows everywhere, you barely- BARELY- keep yourself from doubling over from the smoke. Its noxious and makes your eyes want to water. There's noise- alarms and sprinklers- covering up the other person's exit.

Heading for a window- stumbling for where you think one is- you force it open with all your strength and drink in the air. Above- you see a figure ascending rapidly. In the night lights from nearby buildings- it seems to shine silver.

This person, whoever it is, is heading for the roof.

The figure still manages to keep a lead on you- even as you climb as fast as you can. As you near the roof, you notice that a window is broken- inward- but there's nobody there. On the next floor- right below the roof- however, you see the Scarlet Spider grab a chair and slam it into something for half a second- as you keep going- and arrive on the roof.

The figure you've been pursuing is on the roof, standing on the far edge, a briefcase in hand, the familiar voice speaking in harsh, clipped Russian.

You approach as quietly as you can- the person's back turned. A familiar height- with long, but familiar silver-ish white hair. The figure isn't talking anymore as you get within arm's length.

"Black Cat?"

The figure turns- a familiar face- the exact duplicate of your girlfriends' stares at you coldly- the same face but colder, harsher with eyes that look like they're made out of steel as a harsh, confused voice with a heavy Russian accent questions you.

"Who's 'Black Cat?"

As you freeze- in confusion- you hear the sound of something break behind as Scarlet Spider's form goes tumbling past as she gets back to her feet. Behind her, from the floor below, a large, hulking form emerges.

Rows of sharp teeth in a large mouth, along with two twisted versions of your own lenses- town and narrowed- are upon a hulking black background as a large twisted version of your own spider symbol drapes across its monstrous chest and two white patches appear on the back of its large claw-like hands.

Project…

"Venom."

The word is a curse-like whisper from your own lips.

**"WE KILLLLL YOU!"**

It roars as Scarlet staggers to her feet, fists balled. Behind you, you can hear the sound of a helicopter approaching- fast- as you stare at the thing.

And it stares back at you, eyes only full of rage.

You try to retrieve the battery, but as you stare at Venom, you stagger, clutching at your chest.

Oh, god. Your heart. Your heart. Why isn't your heart beating? And then its fucking HAMMERING IN YOUR CHEST. Clutching at your chest you barely pull part of the mask away as you feel something force itself up your throat as you hurl out black ooze.

Oh god. Oh god why. Why. Why is that coming out?

You were clean! YOU WERE CLEAN GODDAMN IT! The doctor said so!

You stagger back as Felicia? Steps back, concerned as you see, a hand, made out of black ooze and cobalt flame grab the suitcase- her hand recoiling as if burned by invisible flames as you feel it- looking at Venom.

Your vision swims as you see it screaming as blue flames coat it- as it writes in agony and goes running-tumbling- off the side of the building, screaming in agony.

Everything fades to black as you feel arms holding you even as you hear Scarlet Spider screaming for you- not saying your name, but desperate all the same- sounding heartbroken and horrified. And then her voice fades to as you fall into utter blackness.

In the distance, you can hear countless horrible voices, held at bay, their horrid voices all screaming in unison.

_**PREY**_

As you fade into the unconscious blackness, the arms gently carefully holding you, you can't help but think that you've been held like this before- dearly, as if made out of a thousand pieces of glass- liable to break at any time.

Only once before.

But when?

Eventually, the warmth fades and you awaken to find yourself laying in your bed, your alarm going off at eight in the morning, feeling perfectly fine.

No, that isn't exactly right.

You can feel something behind you, faintly. But when you look, there's nothing there.

* * *

**...**

**Interlude**

**...**

* * *

Tonight…

Tonight was weird.

And I'm saying that as I choke out what feels like blood, (maybe pus?) From my lungs. The smoke probably didn't help. Going off of my information, I went and found where they were meeting- stealing from- Stark Industries.

Ballsy move, but it was the kingpin. They drove in with a truck- was forced to watch from outside as the cops did everything- brought the bodies of the tied up thugs- Russian- and their boss- Aleksei Mikhailovich Sytsevich. Tons of aliases and pseudonyms, but most commonly known as 'The Rhino.'

Why?

Because he's as big, strong, tough and stupid as one.

But yeah, so that's when it got weird. Like bad Halloween movie weird.

Because when that helicopter arrived at the roof? That's when a big, screaming thing slammed onto the cop car in front of me. I was already being covered by a cop- Captain Stacy. He doesn't like me, but I think, right now he's pitying me. That's fine. I'll take it if it helps me get leads.

Where was I? Right. Bit black monster thing gets up, writhing in pain- tons of sharp teeth and monstrous claws- and a parody of spider-man's symbol on its chest. And then, as police shoot at it- it flees, like hell is after it.

Because it is, because this? This is the really, really, really weird part. A black figure in a black trench coat and helmet that seems to have blue flames emit from the cracks of its helmet drives down the side of the building on an angular, loud bike that looks like its made outta obsidian- slowly crumbling into blue will wisps or some shit.

The Bike roared as it drove past- nobody noticed it but me- a figure draped across its back, hidden by its exhaust of blue flames as it drove off into the night- but not before dropping a briefcase at the Captain's feet.

And then it vanished into the blackness of night.

They're calling it the 'Ghost Rider' because it appeared and vanished like a hellish ghost. Or an evil spirit.

God, the world only seems to get more and more interesting as I'm nearing my deathbed.

How's that for irony?

You suck, God.

**-Eddie**

* * *

**END**

**To Be Continued**

* * *

**NEXT: AN EVIL SPIRIT?!**


End file.
